Exhibit 10.1
           
  
  
  
  AS SOLE LEAD ARRANGER AND SOLE BOOK MANAGER




---



##### 



§1. DEFINITIONS AND RULES OF INTERPRETATION
    
    
    2§1.1 Definitions
    
    
    2§1.2 Rules of Interpretation
    
    
    26§1.3 GAAP
    
    
    27§2. THE REVOLVING CREDIT FACILITY
    
    
    27§2.1 Commitment to Lend
    
    
    27§2.2 The Revolving Credit Notes
    
    
    28§2.3 Interest on Revolving Credit Loans; Fees
    
    
    28§2.4 Requests for Revolving Credit Loans and Letters of Credit
    
    
    30§2.5 Conversion Options
    
    
    32§2.6 Funds for Revolving Credit Loans
    
    
    33§2.7 Reduction of Commitment
    
    
    34§2.8 Increase in Total Commitment
    
    
    34§2.9 Extension of Revolving Credit Maturity Date
    
    
    34§2.10 Swingline Loans
    
    
    35§3. REPAYMENT OF THE LOANS
    
    
    38§3.1 Maturity
    
    
    38§3.2 Optional Repayments of Revolving Credit Loans
    
    
    38§3.3 Mandatory Repayment of Loans
    
    
    38§4. CERTAIN GENERAL PROVISIONS
    
    
    39§4.1 Funds for Payments
    
    
    39§4.2 Computations
    
    
    39§4.3 Inability to Determine Libor Rate
    
    
    40§4.4 Illegality
    
    
    40§4.5 Additional Costs, Etc.
    
    
    40§4.6 Capital Adequacy
    
    
    41§4.7 Certificate; Limitations
    
    
    42§4.8 Indemnity
    
    
    42§4.9 Interest After Default; Late Charge
    
    
    42§4.10 Right to Replace Lender
    
    
    43§4.11 Cash Collateral
    
    
    43§4.12 Defaulting Lenders
    
    
    44§5. LETTERS OF CREDIT
    
    
    46§5.1 Letter of Credit Commitments
    
    
    46§5.2 Reimbursement Obligation of the Borrower
    
    
    48§5.3 Letter of Credit Payments; Funding of a Loan
    
    
    49§5.4 Obligations Absolute
    
    
    50§5.5 Reliance by Issuer
    
    
    51§5.6 Outstanding Letters of Credit
    
    
    51§6. RECOURSE OBLIGATIONS
    
    
    52§7. REPRESENTATIONS AND WARRANTIES
    
    
    52§7.1 Authority, Etc.
    
    
    52§7.2 Governmental Approvals
    
    
    54§7.3 Title to Properties; Leases
    
    
    54§7.4 Financial Statements
    
    
    55§7.5 No Material Changes, Etc.
    
    
    55
  i




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##### 



§7.6 Franchises, Patents, Copyrights, Etc.
    
    
    55§7.7 Litigation
    
    
    56§7.8 No Materially Adverse Contracts, Etc.
    
    
    56§7.9 Compliance With Other Instruments, Laws, Etc.
    
    
    56§7.10 Tax Status
    
    
    56§7.11 No Event of Default
    
    
    56§7.12 Investment Company Acts
    
    
    56§7.13 Name; Jurisdiction of Organization; Absence of UCC Financing Statements, Etc.
    
    
    57§7.14 Absence of Liens
    
    
    57§7.15 Certain Transactions
    
    
    57§7.16 Employee Benefit Plans; Multiemployer Plans; Guaranteed Pension Plans
    
    
    57§7.17 Regulations U and X
    
    
    58§7.18 Environmental Compliance
    
    
    58§7.19 Subsidiaries
    
    
    59§7.20 Disclosure
    
    
    60§7.21 REIT Status
    
    
    60§7.22 Anti-Terrorism Regulations
    
    
    60§8. AFFIRMATIVE COVENANTS OF THE BORROWER AND THE TRUST
    
    
    61§8.1 Punctual Payment
    
    
    61§8.2 Maintenance of Office; Jurisdiction of Organization, Etc.
    
    
    61§8.3 Records and Accounts
    
    
    61§8.4 Financial Statements, Certificates and Information
    
    
    62§8.5 Notices
    
    
    64§8.6 Existence of Borrower; Maintenance of Properties
    
    
    65§8.7 Existence of the Trust; Maintenance of REIT Status of the Trust; Maintenance of Properties
    
    
    66§8.8 Insurance
    
    
    67§8.9 Taxes
    
    
    67§8.10 Inspection of Properties and Books; Treatment of Certain Information; Confidentiality
    
    
    67§8.11 Compliance with Laws, Contracts, Licenses, and Permits
    
    
    69§8.12 Use of Proceeds
    
    
    69§8.13 Additional Borrower; Solvency of Borrower; Removal of Borrower; Addition of Real Estate Asset to Unencumbered Pool
    
    
    69§8.14 Further Assurances
    
    
    71§8.15 Interest Rate Protection
    
    
    71§8.16 Environmental Indemnification
    
    
    71§8.17 Response Actions
    
    
    72§8.18 Environmental Assessments
    
    
    72§8.19 Employee Benefit Plans
    
    
    72§8.20 No Amendments to Certain Documents
    
    
    73§8.21 Additional Guaranties in connection with Guaranties of Other Unsecured Debt
    
    
    74§9. CERTAIN NEGATIVE COVENANTS OF THE BORROWER AND THE TRUST
    
    
    74§9.1 Restrictions on Indebtedness
    
    
    74§9.2 Restrictions on Liens, Etc.
    
    
    76§9.3 Restrictions on Investments
    
    
    78
  ii




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##### 



§9.4 Merger, Consolidation and Disposition of Assets; Secured Debt Incurrence
    
    
    80§9.5 Compliance with Environmental Laws
    
    
    81§9.6 Distributions
    
    
    81§9.7 Government Regulation
    
    
    82§10. FINANCIAL COVENANTS; COVENANTS REGARDING ELIGIBLE UNENCUMBERED PROPERTIES
    
    
    82§10.1 Consolidated Total Leverage Ratio
    
    
    82§10.2 Consolidated Debt Yield
    
    
    82§10.3 Fixed Charge Coverage Ratio
    
    
    82§10.4 Net Worth
    
    
    82§10.5 Unencumbered Pool Leverage
    
    
    83§10.6 Unencumbered Pool Interest Coverage Ratio
    
    
    83§10.7 [Reserved]
    
    
    83§11. [Reserved]
    
    
    83§12. CONDITIONS TO THE FIRST ADVANCE
    
    
    83§12.1 Loan Documents
    
    
    83§12.2 Certified Copies of Organization Documents
    
    
    83§12.3 By-laws; Resolutions
    
    
    84§12.4 Incumbency Certificate; Authorized Signers
    
    
    84§12.5 Opinion of Counsel Concerning Organization and Loan Documents
    
    
    84§12.6 Guaranty
    
    
    84§12.7 Certifications from Government Officials; UCC 11 Reports
    
    
    84§12.8 Proceedings and Documents
    
    
    84§12.9 Fees
    
    
    84§12.10 Closing Certificate
    
    
    85§12.11 Other Matters
    
    
    85§13. CONDITIONS TO ALL BORROWINGS
    
    
    85§13.1 Representations True; No Event of Default; Compliance Certificate
    
    
    85§13.2 No Legal Impediment
    
    
    85§13.3 Governmental Regulation
    
    
    85§13.4 Borrowing Documents
    
    
    85§13.5 [Reserved.]
    
    
    85§13.6 New Unencumbered Pool Property
    
    
    86§13.7 Continued Compliance
    
    
    86§14. EVENTS OF DEFAULT; ACCELERATION; ETC.
    
    
    86§14.1 Events of Default and Acceleration
    
    
    86§14.2 Termination of Commitments
    
    
    90§14.3 Remedies
    
    
    90§14.4 Application of Funds
    
    
    90§15. SECURITY INTEREST AND SET-OFF
    
    
    91§15.1 Security Interest
    
    
    91§15.2 Set-Off and Debit
    
    
    92§15.3 Right to Freeze
    
    
    92§15.4 Additional Rights
    
    
    92
  iii




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##### 



§16. THE AGENT
    
    
    93§16.1 Authorization
    
    
    93§16.2 Employees and Agents
    
    
    93§16.3 No Liability
    
    
    93§16.4 No Representations
    
    
    93§16.5 Payments
    
    
    94§16.6 Holders of Notes
    
    
    94§16.7 Indemnity
    
    
    94§16.8 Agent as Lender
    
    
    94§16.9 Notification of Defaults and Events of Default
    
    
    95§16.10 Duties in Case of Enforcement
    
    
    95§16.11 Successor Agent
    
    
    95§16.12 Notices
    
    
    96§16.13 Other Agents
    
    
    96§17. EXPENSES
    
    
    96§18. INDEMNIFICATION
    
    
    97§19. SURVIVAL OF COVENANTS, ETC.
    
    
    98§20. ASSIGNMENT; PARTICIPATIONS; ETC.
    
    
    98§20.1 Conditions to Assignment by Lenders
    
    
    98§20.2 Certain Representations and Warranties; Limitations; Covenants
    
    
    99§20.3 Register
    
    
    100§20.4 New Notes
    
    
    100§20.5 Participations
    
    
    100§20.6 Pledge by Lender
    
    
    101§20.7 No Assignment by Borrower
    
    
    101§20.8 Disclosure
    
    
    101§20.9 Syndication
    
    
    101§21. NOTICES, ETC.
    
    
    102§22. FPLP AS AGENT FOR THE BORROWER
    
    
    104§23. GOVERNING LAW; CONSENT TO JURISDICTION AND SERVICE
    
    
    104§24. HEADINGS
    
    
    105§25. COUNTERPARTS
    
    
    105§26. ENTIRE AGREEMENT, ETC.
    
    
    105§27. WAIVER OF JURY TRIAL AND CERTAIN DAMAGE CLAIMS
    
    
    106§28. CONSENTS, AMENDMENTS, WAIVERS, ETC.
    
    
    106§29. SEVERABILITY
    
    
    108§30. INTEREST RATE LIMITATION
    
    
    108§31. USA PATRIOT ACT COMPLIANCE
    
    
    108§32. ORIGINAL CREDIT AGREEMENT AMENDED AND RESTATED
    
    
    109
  iv




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##### 



Exhibits to Revolving Credit Agreement
 Exhibit A
    
    Form of Revolving Credit NoteExhibit A-1
    
    Form of Swingline NoteExhibit B
    
    Form of Completed Loan RequestExhibit B-1
    
    Form of Availability CertificateExhibit C
    
    Forms of Compliance CertificateExhibit D
    
    Form of Assignment and AssumptionExhibit E
    
    Form of Joinder AgreementExhibit F
    
    Form of Subsidiary Guaranty
  v




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##### 



Schedules to Revolving Credit Agreement
 Schedule 1
    
    BorrowersSchedule 2
    
    Lenders CommitmentsSchedule 5.6
    
    Existing Letters of CreditSchedule 7.1(b)
    
    CapitalizationSchedule 7.3
    
    Partially-Owned EntitiesSchedule 7.7
    
    LitigationSchedule 7.13
    
    Legal Name; JurisdictionSchedule 7.15
    
    Affiliate TransactionsSchedule 7.16
    
    Employee Benefit PlansSchedule 7.19
    
    SubsidiariesSchedule 8.19
    
    Employee Benefit PlansSchedule 9.1(g)
    
    Contingent Liabilities
  vi




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##### 



THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT
  RECITALS
       1




---



##### 



Definitions
 AAP Qualification
 Accountants.
 Accounts Payable
 Adjusted EBITDA
 Adjusted Net Operating Income. provided that
 Affected Lender
 Affiliate
 Agent
  2




---



##### 



Agents Head Office
 Agreement.
 Agreement of Limited Partnership of FPLP
 Anti-Terrorism Laws
 Applicable Base Rate Margin
 Applicable L/C Percentage.
 Applicable Libor Margin
 Arranger
 Assignment and Assumption.
 Attributable Indebtedness
 Availability
 Availability Certificate Exhibit B-1
  3




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##### 



Base Rate
 Base Rate Loan(s).
 Borrower
 Borrower Information
 Borrower Materials
 Building(s)
 Business Day
 Capital Expenditures.
 Capital Reserve multiplied
 Capitalization Rate
 Capitalized Leases
  4




---



##### 



Cash and Cash Equivalents
 Cash Collateralize
 Change of Control
 option right
  CERCLA
  5




---



##### 



Closing Date
 Code
 Commitment. Schedule 2
 Commitment Percentage Schedule 2 Schedule
2
 Completed Loan Request
 Consolidated or consolidated
 Consolidated Debt Yield
 Consolidated EBITDA plus minus pro rata
  6




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##### 



Consolidated Fixed Charges plus plus pro rata
 Consolidated Gross Asset Value multiplied by divided by plus plus plus plus plus provided that
 Consolidated Tangible Net Worth minus provided
 Consolidated Total Indebtedness provided however
  7




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##### 



provided further pro rata plus
 Consolidated Total Interest Expense pro rata
  8




---



##### 



Conversion Request
 Core FFO
 Cost Basis Value
 DC Office Properties
 Debtor Relief Laws
 Default.
 Defaulting Lender
  9




---



##### 



Disqualifying Environmental Event
 Disqualifying Structural Event
 Distribution
   Dollars or $.
 Drawdown Date
 Eligible Assignee provided
  10




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##### 



Eligible Unencumbered Property(ies)
 Employee Benefit Plan
 Environmental Laws
 Environmental Reports
 Equity Interest
 ERISA
 ERISA Affiliate
 ERISA Reportable Event
 Event of Default
 Extension
 Facility Fee
  11




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##### 



Federal Funds Effective Rate
 Financial Statement Date
 FP Redland Tech
 FP Redland Tech Partnership Agreement
 Fronting Bank.
 Fronting Exposure
 funds from operations
 GAAP
 Guaranteed Pension Plan
 Guarantor
 Guaranty
  12




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##### 



Hazardous Substances
 Increase
 Increase Conditions
       Indebtedness
  13




---



##### 



Information
 Interest Payment Date
 Interest Period
    14




---



##### 



Interest Rate Protection Arrangements
 Investments
 ISP
 Joinder Documents. Exhibit E
 Land
 Leases
 Lenders
 Letter of Credit Application
  15




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##### 



Letter of Credit Fee
 Letter of Credit Obligations
 Letter of Credit Participation
 Letters of Credit.
 Libor Business Day
 Libor Breakage Costs
 Libor Rate
 Libor Rate Loan(s).
 Lien
  16




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##### 



Loan Documents
 Loans
 Majority Lenders provided provided
 Material Adverse Effect
 Maturity Date
 Maximum Drawing Amount
 Minimum Liquidity
 Minimum Liquidity Threshold
  17




---



##### 



Mortgage Note(s).
 Multiemployer Plan
 Negative Pledge
 Net Operating Income minus
 New Debt
 Note Record
 Notes
 Obligations
  18




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##### 



Organizational Documents
 Original Credit Agreement
 Other Properties
 Overhead Allocation
 Partially-Owned Entity(ies)
 PBGC
 Permits
 Permitted Liens
 Permitted Property
 Person
 Potomac Group
 Preferred Equity
  19




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##### 



Protected Interest Rate Agreement
 Rate Period
 RCRA
 Real Estate Assets
 Real Estate Assets Under Development
 Record
 Recourse provided
 Redland Property
  20




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##### 



Redland Conditions provided
 Reimbursement Obligation
 REIT
 Related Parties
 Release
 Reserve Percentage
 Revolving Credit Loan(s).
 Revolving Credit Notes Exhibit A
 SARA
 SEC
 SEC Filings
 Secured Indebtedness
  21




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##### 



Stabilized Real Estate Asset
 Structured Finance Investments
 Structured Finance Investments Value. provided however
 Subsidiary
 Subsidiary Guarantors
 Subsidiary Guaranty
 Suburban Office Properties
 Swap Contract Master Agreement
  22




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##### 



Swap Termination Value
 Swingline Commitment
 Swingline Lender
 Swingline Loans
 Swingline Loan Amount
 Swingline Note. Exhibit A-1
 Swingline Termination Date
 Total Commitment
 Trust
 2007 Term Loan
  23




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##### 



2008 Term Loan
 2010 Term Loan
 Type
 Unanimous Lender Approval
 Unencumbered Asset
 Unencumbered Land
 Unencumbered Pool
 Unencumbered Pool Percentage
 Unencumbered Pool Capital Reserve multiplied by
 Unencumbered Property Conditions
 USA Patriot Act
 Unsecured Consolidated Total Indebtedness provided that
  24




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##### 



Unsecured Interest Expense
 Value-Add Real Estate Assets provided that
 Value of Unencumbered Properties multiplied by divided by plus plus plus plus provided that
 Wholly-Owned Subsidiary
  25




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##### 



Without Recourse without recourse
 Rules of Interpretation
           26




---



##### 



GAAP
  Commitment to Lend
   27




---



##### 



The Revolving Credit Notes
 Interest on Revolving Credit Loans; Fees
    28




---



##### 



Table
 Applicable Margin
 Consolidated Total LeverageRatio
    
    Applicable Libor Margin
    
    
    Applicable Base Rate Margina) greater than 60%
    
    
    3.00
    %
    
    
    1.75
    %b) less than or equal to 60% but
greater than 55%
    
    
    2.75
    %
    
    
    1.50
    %c) less than or equal to 55% but
greater than 50%
    
    
    2.50
    %
    
    
    1.25
    %d) less than or equal to 50% but
greater than 45%
    
    
    2.25
    %
    
    
    1.00
    %e) less than or equal to 45%
    
    
    2.00
    %
    
    
    0.75
    %
     29




---



##### 



provided
  Requests for Revolving Credit Loans and Letters of Credit
  30




---



##### 



Exhibit B-1
  Exhibit B
     31




---



##### 



Conversion Options
      32




---



##### 



33




---



##### 



Reduction of Commitment
 Increase in Total Commitment
 Extension of Revolving Credit Maturity Date
  34




---



##### 



Swingline Loans
 Availability
 Repayment
   35




---



##### 



36




---



##### 



37




---



##### 



Maturity
 Optional Repayments of Revolving Credit Loans
 Mandatory Repayment of Loans
  38




---



##### 



Funds for Payments
   Computations
  39




---



##### 



Inability to Determine Libor Rate
 Illegality
 Additional Costs, Etc
    40




---



##### 



Capital Adequacy
  41




---



##### 



Certificate; Limitations
 Indemnity
 Interest After Default; Late Charge
 Overdue Amounts
  42




---



##### 



Amounts Not Overdue
 Right to Replace Lender
 Cash Collateral
 Certain Credit Support Events
  43




---



##### 



Grant of Security Interest
 Application
 Release
 Defaulting Lenders
 Adjustments
 Waivers and Amendments
 Reallocation of Payments
  44




---



##### 



provided
 Certain Fees
 Reallocation of Commitment Percentages to Reduce Fronting Exposure
  45




---



##### 



Defaulting Lender Cure
  Letter of Credit Commitments
 Commitment to Issue Letters of Credit
   46




---



##### 



Letter of Credit Applications
 Terms of Letters of Credit
  47




---



##### 



Obligations of Lenders with respect to Letters of Credit
 Reimbursement Obligation of the Borrower
     48




---



##### 



Letter of Credit Payments; Funding of a Loan
  49




---



##### 



Obligations Absolute
  50




---



##### 



Reliance by Issuer.
 Outstanding Letters of Credit Schedule 5.6 Schedule 5.6
  51




---



##### 



Authority, Etc
     52




---



##### 



Capitalization
  53




---



##### 



Due Authorization
 Enforceability
 Governmental Approvals.
 Title to Properties; Leases
    54




---



##### 



Financial Statements
 No Material Changes, Etc
 Franchises, Patents, Copyrights, Etc
  55




---



##### 



Litigation.
 No Materially Adverse Contracts, Etc
 Compliance With Other Instruments, Laws, Etc
 Tax Status
 No Event of Default
 Investment Company Acts
  56




---



##### 



Name; Jurisdiction of Organization; Absence of UCC Financing Statements,
Etc.
 Absence of Liens
 Certain Transactions
 Employee Benefit Plans; Multiemployer Plans; Guaranteed Pension Plans.
  57




---



##### 



Regulations U and X
 Environmental Compliance
    58




---



##### 



Subsidiaries
  59




---



##### 



Disclosure provided
 REIT Status
 Anti-Terrorism Regulations
 General.
 Executive Order No. 13224
        60




---



##### 



Punctual Payment
 Maintenance of Office; Jurisdiction of Organization, Etc.. provided
 Records and Accounts
  61




---



##### 



Financial Statements, Certificates and Information
     Exhibit C-2
  62




---



##### 



63




---



##### 



Notices
 Defaults
 Environmental Events
  64




---



##### 



Notification of Claims against Eligible Unencumbered Properties
 Notice of Litigation and Judgments
 Schedule 7.3(c)
 Existence of Borrower; Maintenance of Properties
  65




---



##### 



Existence of the Trust; Maintenance of REIT Status of the Trust; Maintenance
of Properties
  66




---



##### 



Insurance
 Taxes provided
 Inspection of Properties and Books Treatment of Certain
Information; Confidentiality
    67




---



##### 



68




---



##### 



Compliance with Laws, Contracts, Licenses, and Permits
 Use of Proceeds
 Additional Borrower; Solvency of Borrower; Removal of Borrower; Addition of
Real Estate Asset to Unencumbered Pool.
   69




---



##### 



Exhibit C-3
   Exhibit C-3
   70




---



##### 



Further Assurances
 Interest Rate Protection
 Environmental Indemnification
  71




---



##### 



Response Actions
 Environmental Assessments
 Employee Benefit Plans
 Notice
  72




---



##### 



In General
 Terminability of Welfare Plans
 Unfunded or Underfunded Liabilities.
 No Amendments to Certain Documents
  73




---



##### 



Additional Guaranties in connection with Guaranties of Other Unsecured
Debt
 Exhibit F
 provided that
  Restrictions on Indebtedness
   74




---



##### 



provided pro forma
  75




---



##### 



provided
    Restrictions on Liens, Etc
   76




---



##### 



provided
   77




---



##### 



provided pro forma
  Restrictions on Investments
     78




---



##### 



provided
     79




---



##### 



Merger, Consolidation and Disposition of Assets; Secured Debt Incurrence.
 provided Exhibit
C-3 provided provided provided
   80




---



##### 



Exhibit C-3
 Compliance with Environmental Laws
 Distributions
    81




---



##### 



Government Regulation
  Consolidated Total Leverage Ratio
 Consolidated Debt Yield
 Fixed Charge Coverage Ratio
 Net Worth
  82




---



##### 



Unencumbered Pool Leverage
 Unencumbered Pool Interest Coverage Ratio
  Reserved
  Loan Documents
 Certified Copies of Organization Documents.
  83




---



##### 



By-laws; Resolutions.
 Incumbency Certificate; Authorized Signers
 Opinion of Counsel Concerning Organization and Loan Documents
 Guaranty
 Certifications from Government Officials; UCC 11 Reports
 Proceedings and Documents.
 Fees
  84




---



##### 



Closing Certificate
 Other Matters.
  Representations True; No Event of Default; Compliance Certificate
 No Legal Impediment
 Governmental Regulation
 Borrowing Documents
 Reserved
  85




---



##### 



New Unencumbered Pool Property.
 Continued Compliance
  Events of Default and Acceleration
       86




---



##### 



provided however
 provided
  87




---



##### 



provided
      88




---



##### 



Exhibit C
  89




---



##### 



Termination of Commitments
 Remedies
 Application of Funds
 First
  90




---



##### 



Second Second
 Third Third
 Fourth Fourth
 Fifth
 Last
 Fifth
  Security Interest
  91




---



##### 



Set-Off and Debit
 Right to Freeze
 Additional Rights
  92




---



##### 



Authorization
   Employees and Agents
 No Liability
 No Representations
  93




---



##### 



Payments
   Holders of Notes
 Indemnity
 Agent as Lender
  94




---



##### 



Notification of Defaults and Events of Default
 Duties in Case of Enforcement
 Successor Agent
  95




---



##### 



Notices
 Other Agents.
   96




---



##### 



97




---



##### 



Conditions to Assignment by Lenders Exhibit D
  98




---



##### 



Certain Representations and Warranties; Limitations; Covenants
  99




---



##### 



Register.
 New Notes
 Participations
  100




---



##### 



Pledge by Lender
 No Assignment by Borrower
 Disclosure.
 Syndication
  101




---



##### 



th th
     102




---



##### 



The Platform
  103




---



##### 



Change of Address, Etc
 Reliance by Agent, Fronting Bank and Lenders
    104




---



##### 



105




---



##### 



106




---



##### 



107




---



##### 



108




---



##### 



ORIGINAL CREDIT AGREEMENT AMENDED AND RESTATED
   109




---



##### 



KEYBANK NATIONAL ASSOCIATION,as a Lender and as Agent, Swingline Lender andFronting BankBy:
    
    /s/ John ScottName: John ScottTitle: Vice President




---



##### 



WELLS FARGO BANK NATIONAL ASSOCIATION,as a Lender and as Co-Syndication AgentBy:
    
    /s/ Richard J. VanderhydeName: Richard J. VanderhydeTitle: Vice President




---



##### 



BANK OF MONTREAL,as a LenderBy:
    
    /s/ Lloyd BaronName: Lloyd BaronTitle: Vice President




---



##### 



PNC BANK, NATIONAL ASSOCIATION,as a Lender and Documentation AgentBy:
    
    /s/ Benjamin AdamsName: Benjamin AdamsTitle: Vice President




---



##### 



CAPITAL ONE, N.A.,as a LenderBy:
    
    /s/ Frederick H. DeneckeName: Frederick H. DeneckeTitle: Vice President




---



##### 



U.S. BANK NATIONAL ASSOCIATION,as a LenderBy:
    
    /s/ Gary D. HoustonName: Gary D. HoustonTitle: Vice President




---



##### 



FIRST POTOMAC REALTY INVESTMENT LIMITEDPARTNERSHIPBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
    /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer1400 CAVALIER, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer1441 CROSSWAYS BLVD., LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
    /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



AIRPARK PLACE, LLCBy:
    
    Airpark Place Holdings LLCIts Sole MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP AMMENDALE COMMERCE CENTER, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerAQUIA TWO, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
    /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




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##### 



FP DAVIS DRIVE LOT 5, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerCROSSWAYS II LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFPR HOLDINGS LIMITED PARTNERSHIPBy:
    
    FPR General Partner, LLCIts General PartnerBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



FP PROPERTIES, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP DIAMOND HILL, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP CAMPOSTELLA ROAD, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



GATEWAY HAMPTON ROADS, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    
   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP GATEWAY 270, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerGATEWAY MANASSAS II, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP 2550 ELLSMERE AVENUE, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




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##### 



FP GATEWAY WEST II, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP GOLDENROD LANE, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP GREENBRIER CIRCLE, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerGTC I SECOND LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



FP HANOVER AB, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerHERNDON CORPORATE CENTER, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerLINDEN II, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerLUCAS WAY HAMPTON, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




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##### 



FP PARK CENTRAL V, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP PATRICK CENTER, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP PINE GLEN, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerRESTON BUSINESS CAMPUS, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




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##### 



FP RIVERS BEND, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP 500 & 600 HP WAY, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP 1408 STEPHANIE WAY, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP STERLING PARK I, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



FP STERLING PARK 6, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP STERLING PARK 7, LLCBy:
    
    FP Sterling Park 6, LLCIts Sole MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP STERLING PARK LAND, LLCBy:
    
    FP Sterling Park 6, LLCIts Sole MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



VIRGINIA CENTER, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP WEST PARK, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP CRONRIDGE DRIVE, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP GIRARD BUSINESS CENTER, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




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##### 



FP GIRARD PLACE, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerTECHCOURT, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP PARK CENTRAL I, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



FP TRIANGLE, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP 1211 CONNECTICUT AVENUE, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer4212 TECHCOURT, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



FP 440 1ST STREET, LLCBy:
    
    First Potomac DC Holdings, LLCIts Managing MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP ATLANTIC CORPORATE PARK, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP 3 FLINT HILL, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP PARK CENTRAL II, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



INTERSTATE PLAZA HOLDING LLCBy:
    
    Interstate Plaza Operating LLCIts Sole MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerENTERPRISE CENTER I, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP REDLAND TECHNOLOGY CENTER LPBy:
    
    FP Redland GP, LLCIts General PartnerBy:
    
    FP Redland, LLCIts Sole MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP ASHBURN, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:
    

   /s/ Barry H. BassName:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



EXHIBIT A
 [THIRD/SECOND] [AMENDED AND RESTATED] REVOLVING CREDIT NOTE
 [$]
    
    Date: June 16, 2011
 First Potomac Realty Investment Limited Partnership [   ]
      Exhibit A, Page 1




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Exhibit A, Page 2




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Exhibit A, Page 3




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FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIPBy:
    
    First Potomac Realty Trust,
its sole general partnerBy:Barry H. Bass,Chief Financial Officer andExecutive Vice President




---



##### 








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##### 



EXHIBIT A-1
 SECOND AMENDED AND RESTATED SWINGLINE NOTE
 $10,000,000
    
    Date: June 16, 2011
 First Potomac Realty Investment Limited Partnership KeyBank National Association
      Exhibit A-1, Page 1




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##### 



Exhibit A-1, Page 2




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Exhibit A-1, Page 3




---



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FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIPBy:
    
    First Potomac Realty Trust,
its sole general partnerBy:Barry H. Bass,Chief Financial Officer andExecutive Vice President




---



##### 








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##### 



EXHIBIT B
 COMPLETED LOAN REQUEST
   1.
    
    The Borrower hereby requests (check each applicable item):
 ___New Revolving Credit Loan ($___________)___Conversion of Existing Revolving Credit Loan ($___________)
       (Current Interest Period ending on ___________, 20_____)___Continuation of Existing Revolving Credit Loan ($___________)
       (Current Interest Period ending on ___________, 20___)___Letter of Credit___Swingline Loan ($___________)
 2.
    
    The Type of Loan being requested in this Loan Request (if any) is:
 ___Base Rate Loan___Libor Rate Loan
 3.
    
    The aggregate principal amount of the Loan (whether by way of a new advance, continuation or
conversion) or the amount of the Letter of Credit requested in this Loan Request is:
   Exhibit B, Page 1




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##### 



4.
    
    The proposed Drawdown Date of the Revolving Credit Loan, or the date of issue or renewal of
the Letter of Credit requested in this Loan Request is:
  5.
    
    The Interest Period requested for the Loan requested in this Loan Request (if any) is:
    FIRST POTOMAC REALTY INVESTMENTLIMITED PARTNERSHIP, for itself and as agent for eachother BorrowerBy:
    
    First Potomac Realty Trust,
its sole general partnerBy:Barry H. Bass,
Chief Financial Officer and
Executive Vice President
  Exhibit B, Page 2




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##### 



EXHIBIT B-1
 AVAILABILITY CERTIFICATE
 Schedule 1
   Schedule 1
 Schedule 1
 Annex 1 Annex 2
   Exhibit B-1, Page 1




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##### 



FIRST POTOMAC REALTY INVESTMENTLIMITED PARTNERSHIP, for itself and as agent for each other BorrowerBy:
    
    First Potomac Realty Trust,
its sole general partnerBy:Barry Bass, Senior Vice President andChief Financial Officer
  Exhibit B-1, Page 2




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##### 



SCHEDULE 1
 1.
    
    Availability
  A. Value of Unencumbered Properties
(see Annex 1 for calculation of Value of Unencumbered Properties)
    
    $B. 62.5% from the Closing Date and prior to 12/31/2011
60% from 12/31/2011 and thereafter
    
    $C. Line (A) multiplied by Line (B)
    
    $D. Unsecured Consolidated Total Indebtedness plus all New Debt,
less outstanding Loans and outstanding Letters of Credit
    
    $E. Line (C) minus Line (D)
    
    $F. Lesser of Total Commitment and Line (E)
    
    $G. Outstanding Loans (including Swingline Loans)
    
    $H. Maximum Drawing Amount under Letters of Credit
    
    $2. Amount Available to be DrawnA. Line 1(F) minus Line 1(G) minus Line 1(H)
    
    $3. Requested Loan or other Credit ExtensionNote: May not exceed Line 2(A)
    
    $
  Schedule 1 to Exhibit B-1, Page 1




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##### 



Attachments to Schedule 1
 Annex 1
    
    Value of Unencumbered PropertiesAnnex 2
    
    Unencumbered Pool Leverage (pro forma)
  Schedule 1 to Exhibit B-1, Page 2




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Annex 1 to Schedule 1 to Exhibit B-1, Page 1




---



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Annex 2 to Schedule 1 to Exhibit B-1, Page 1




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##### 



EXHIBIT C (C-2, C-3)
 COMPLIANCE CERTIFICATE
 Schedule 1
  ___Section 8.4(e) (accompanying financial statements)___Section 8.13(a)(ii) (in connection with removal of Eligible
Unencumbered Property)___Section 8.13(c) (in connection with the addition of Real Estate
Asset to Unencumbered Pool)___Section 9.4(a) (in connection with a merger or consolidation)___Section 9.4(b) (in connection with Sales or Indebtedness Liens)___Section 14.1 (in connection with default cure)
   Schedule 1
 (a)
    
    is a Permitted Property;
 (b)
    
    is free and clear of any Lien, other than Liens specifically
permitted to exist pursuant to Section 9.2 of the Credit Agreement;
  Exhibit C, Page 1




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(c)
    
    is not the subject of a Disqualifying Environmental Event or
Disqualifying Structural Event; and
 (d)
    
    is wholly-owned in fee simple by the Borrower.
  Schedule 1
 Schedule 1
   Exhibit C, Page 2




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FIRST POTOMAC REALTY INVESTMENTLIMITED PARTNERSHIP, for itself and as agent for each other BorrowerBy:
    
    First Potomac Realty Trust,
its sole general partnerBy:Barry Bass, Senior Vice President andChief Financial Officer




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##### 



PRO FORMA UNSECURED LINE OF CREDIT COVENANTS
 SCHEDULE 1




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##### 



EXHIBIT D
 ASSIGNMENT AND ASSUMPTION AGREEMENT
 
  
  
  Exhibit D, Page 1




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##### 



Exhibit D, Page 2




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[INSERT ASSIGNOR]By:Title:[INSERT ASSIGNEE]By:Title:




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##### 



FIRST POTOMAC REALTY INVESTMENT LIMITEDPARTNERSHIP,
for itself and as agent for each other BorrowerBy:
    
    First Potomac Realty Trust,
its sole general partnerBy:Barry Bass, Senior Vice President andChief Financial OfficerKEYBANK NATIONAL ASSOCIATION,as Administrative AgentBy:Name:Title:




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##### 



EXHIBIT E
 JOINDER AGREEMENT
 
  Exhibit A
   Exhibit E, Page 1




---



##### 



Exhibit A
    Exhibit E, Page 2




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##### 



[],
a []By:Name:Title:




---



##### 



Acknowledged and Agreed:
 
 By:
    
    First Potomac Realty Trust, its
sole general partnerBy:Name:Title:




---



##### 



Acknowledged
 By:Name: Timothy SylvainTitle: Assistant Vice President




---



##### 








---



##### 



EXHIBIT F
 SUBSIDIARY GUARANTY
 To:
    
    The Administrative Agent and each of the Lenders (collectively, the Lenders) which
from time to time is a party to the Third Amended and Restated Revolving Credit Agreement
dated as of June 16, 2011 (as the same may be amended, modified or restated and in effect from
time to time, the Credit Agreement) among First Potomac Realty Investment Limited
Partnership, a Delaware limited partnership (FPLP), and the other Borrowers from
time to time party thereto (FPLP, collectively with such Borrowers, hereinafter referred to as
the Borrower), KeyBank National Association, as a Lender and as Administrative Agent
for the Lenders (in such agent capacity, the Agent) and the other Lenders from time
to time party thereto. Capitalized terms used herein and not otherwise defined shall have the
same meanings as set forth in the Credit Agreement.
 Guaranty Exhibit A Guarantor
      -1-




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##### 



Guaranty of Payment and Performance of Obligations Obligations Obligation
 Guarantors Further Agreements to Pay
 Payments Obligation Currency
  -2-




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##### 



Taxes Taxes
 Consent to Jurisdiction
 Unlimited Liability of Guarantor.
  -3-




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##### 



Effectiveness
 Freedom of Lenders and Agent to Deal with Borrower and Other Parties
  -4-




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##### 



Unenforceability of Obligations Against Borrower; Invalidity of Security or Other
Guaranties
 Representation and Warranties Representation and
Warranty Representations and Warranties
 Covenants Covenants
 Representations True; Covenant Compliance; No Event of Default
 Waivers by Guarantor
  -5-




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##### 



Waiver of Subrogation Rights.
 Demands and Notices
 th
   -6-




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##### 



Amendments, Waivers, Etc
 Set-off
 Agent; Application of Funds
 Further Assurances
  -7-




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##### 



Miscellaneous Provisions
 WAIVER OF JURY TRIAL
   -8-




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##### 



FP REDLAND GP, LLCBy:
    
    FP Redland, LLCIts Sole MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP REDLAND, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP AIRPARK AB, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



FP 535 INDEPENDENCE PARKWAY, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP CANDLEWOOD, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP CHESTERFIELD ABEF, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




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##### 



FP CHESTERFIELD CDGH, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP CLOVERLEAF, LLCBy:
    
    FP Cloverleaf Investor, LLCIts Sole MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP HANOVER C, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



FP HANOVER D, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerFP PROSPERITY, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerAQUIA ONE, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



FP GATEWAY CENTER, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerGLENN DALE BUSINESS CENTER, L.L.C.By:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerAP INDIAN CREEK, LLCBy:
    
    FP Indian Creek, LLCIts Sole MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



INDIAN CREEK INVESTORS, LLCBy:
    
    FP Indian Creek, LLCIts Sole MemberBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerNORFOLK COMMERCE PARK LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial OfficerWINDSOR AT BATTLEFIELD, LLCBy:
    
    First Potomac Realty Investment Limited PartnershipIts Sole MemberBy:
    
    First Potomac Realty TrustIts General PartnerBy:Name:
    
    Barry H. BassTitle:
    
    Executive Vice President and Chief Financial Officer




---



##### 



EXHIBIT A
 GUARANTORS
 1.
    
    FP Redland GP, LLC, a Delaware limited liability company
 2.
    
    FP Redland, LLC, a Delaware limited liability company
 3.
    
    FP Airpark AB, LLC, a Virginia limited liability company
 4.
    
    FP 535 Independence Parkway, LLC, a Virginia limited liability company
 5.
    
    FP Candlewood, LLC, a Maryland limited liability company
 6.
    
    FP Chesterfield ABEF, LLC, a Virginia limited liability company
 7.
    
    FP Chesterfield CDGH, LLC, a Virginia limited liability company
 8.
    
    FP Cloverleaf, LLC, a Maryland limited liability company
 9.
    
    FP Hanover C, LLC, a Virginia limited liability company
 10.
    
    FP Hanover D, LLC, a Virginia limited liability company
 11.
    
    FP Prosperity, LLC, a Virginia limited liability company
 12.
    
    Aquia One, LLC, a Delaware limited liability company
 13.
    
    FP Gateway Center, LLC, a Maryland limited liability company
 14.
    
    Glenn Dale Business Center, L.L.C., a Maryland limited liability company
 15.
    
    AP Indian Creek, LLC, a Delaware limited liability company
 16.
    
    Indian Creek Investors, LLC, a Maryland limited liability company
 17.
    
    Norfolk Commerce Park LLC, a Delaware limited liability company
 18.
    
    Windsor at Battlefield, LLC, a Delaware limited liability company




---



##### 



Borrowers
 st




---



##### 








---



##### 



Lenders Commitments
 CommitmentLender
    
    Commitment
    
    
    Percentage*KeyBank National Association
    
    $
    50,000,000
    
    
    
    19.6078431373
    %Contact:
John C. Scott
127 Public Square, 8th Floor
Cleveland, OH 44114
Phone: (216) 689-5986
Fax: (216) 689-4997
email: john_c_scott@keybank.comWells Fargo Bank National Association
    
    $
    50,000,000
    
    
    
    19.6078431373
    %Contact:
Alexis McGuire
1750 H Street, NW, Suite 400
Washington, DC 20006
Phone: (612) 316-0210
Fax: (866) 494-9607
email: alexis.l.mcguire@wellsfargo.comBank of Montreal
    
    $
    50,000,000
    
    
    
    19.6078431373
    %Contact:
Aaron Lanski
115 South LaSalle Street, 18th Floor West
Chicago, IL 60603
Phone: (312) 461-6364
Fax: (312) 461-2968
email: aaron.lanski@bmo.com




---



##### 



CommitmentLender
    
    Commitment
    
    
    Percentage*PNC Bank, National Association
    
    $
    40,000,000
    
    
    
    15.6862745098
    %Contact:
Kathleen Lorenzato
808 17th Street, NW
Washington, DC 20006
Phone: (412) 768-2669
Fax: (412) 768-5754
email: kathleen.lorenzato@pnc.comU.S. Bank National Association
    
    $
    40,000,000
    
    
    
    15.6862745098
    %Contact:
Gary Houston
U.S. Bank National Association
1650 Tysons Boulevard, Suite 250
McLean, VA 22102
Phone: (703) 442-1393
Fax: (703) 442-5495
email: gary.houston@usbank.comCapital One, N.A.
    
    $
    25,000,000
    
    
    
    9.8039215686
    %Contact:
Mary Davis
7501 Wisconsin Avenue, 12th Floor
Bethesda, MD 20814
Phone: (301) 939-6951
Fax: (301) 939-6959
email: mdavis@chevychase.net
email copy to : lmmjackson@chevychase.netTotal:
    
    $
    255,000,000
    
    
    
    100.0
    %
 *
    
    Percentages are rounded to ten decimal places for the purposes of Schedule 2.




---



##### 



Existing Letters of Credit




---



##### 



Capitalization
 Preferred
    
    RestrictionsEquity and
    
    or otherany related
    
    AgreementsBorrower
    
    Ownership Interest
    
    documents
    
    or InterestsFirst Potomac Realty Trust
    
    Common stock shares
listed on New York
Stock Exchange
    
    7.75% Series A
Cumulative
Redeemable
Perpetual Preferred
Shares
    
    N/AFirst Potomac Realty Investment
Limited Partnership
    
    First Potomac
Realty Trust 
aggregate general
partnership and
limited partnership
interests in excess
of 95%; other
limited partners as
listed on attached
Exhibit A
    
    None
    
    None1400 Cavalier, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    None1441 Crossways Blvd., LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    None4212 Techcourt, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneAirpark Place, LLC
    
    Airpark Place
Holdings, LLC 
100% limited
liability company
interest
    
    None
    
    NoneAquia Two, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneCrossways II LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    None




---



##### 



Preferred
    
    RestrictionsEquity and
    
    or otherany related
    
    AgreementsBorrower
    
    Ownership Interest
    
    documents
    
    or InterestsEnterprise Center I, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP 1211 Connecticut Avenue, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP 1408 Stephanie Way, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP 2550 Ellsmere Avenue, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP 3 Flint Hill, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP 440 1st Street, LLC
    
    First Potomac DC
Holdings, LLC 
99.9% limited
liability company
interest; First
Potomac TRS
Holdings, Inc. 
0.1% limited
liability company
interest
    
    None
    
    NoneFP 500 & 600 HP Way, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Ammendale Commerce Center,LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Ashburn, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Atlantic Corporate Park, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Campostella Road, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Cronridge Drive, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    None




---



##### 



Preferred
    
    RestrictionsEquity and
    
    or otherany related
    
    AgreementsBorrower
    
    Ownership Interest
    
    documents
    
    or InterestsFP Davis Drive Lot 5, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Diamond Hill, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Gateway 270, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Gateway West II, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Girard Business Center, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Girard Place, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Goldenrod Lane, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Greenbrier Circle, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Hanover AB, LLC
    
    FPR Holdings
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Park Central I, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Park Central II, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Park Central V, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    None




---



##### 



Preferred
    
    RestrictionsEquity and
    
    or otherany related
    
    AgreementsBorrower
    
    Ownership Interest
    
    documents
    
    or InterestsFP Patrick Center, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Pine Glen, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Properties, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Redland Technology Center LP
    
    FP Redland, LLC 
90% limited
partnership
interest
Perseus Redland
Investments LLC 
10% limited
partnership
interest
    
    FP Redland, LLC  100% of the 6.5%
to 8.5% cumulative
preferred limited
partnership
interest in the
principal amount of
$74,500,000
    
    Amended and
Restated Limited
Partnership
Agreement of FP
Redland Technology
Center LP, dated
November 10, 2010FP Rivers Bend, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Sterling Park I, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Sterling Park 6, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Sterling Park 7, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Sterling Park Land, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFP Triangle, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    None




---



##### 



Preferred
    
    RestrictionsEquity and
    
    or otherany related
    
    AgreementsBorrower
    
    Ownership Interest
    
    documents
    
    or InterestsFP West Park, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneFPR Holdings Limited Partnership
    
    First Potomac
Realty Investment
Limited Partnership
 99% limited
partnership
interest
FPR General Partner
 1% limited
partnership
interest
    
    None
    
    NoneGateway Hampton Roads, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneGateway Manassas II, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneGTC I Second LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneHerndon Corporate Center, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneInterstate Plaza Holding LLC
    
    Interstate Plaza
Operating LLC 
100% limited
liability company
interest
    
    None
    
    NoneLinden II, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneLucas Way Hampton, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneReston Business Campus, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneTechcourt, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    NoneVirginia Center, LLC
    
    First Potomac
Realty Investment
Limited Partnership
 100% limited
liability company
interest
    
    None
    
    None




---



##### 



Partially-Owned Entities
 % Interest
    
    
    Capacity in
    
    BorrowersOwned by
    
    
    which Borrower
    
    ownershipName and Type of Entity
    
    Borrower
    
    
    holds the interest
    
    interest thereinFP CPT 1750 Holdings, LLC
    
    
    50
    %
    
    Operating Member
    
    DirectVIF/FP Aviation Blvd
Holdings, LLC
    
    
    50
    %
    
    Operating Member
    
    DirectFP VIF I/ Rivers Park I, LLC
    
    
    25
    %
    
    Operating Member
    
    DirectFP VIF II/ Rivers Park II,
LLC
    
    
    25
    %
    
    Operating Member
    
    Direct




---



##### 



Litigation




---



##### 



Legal Name; Jurisdiction
 st




---



##### 








---



##### 



Affiliate Transactions




---



##### 



Employee Benefit Plans




---



##### 



Subsidiaries
 NAME OF ENTITY
    
    TAX ID/EIN1328 CAVALIER, LLC
    
    
    52-20578421400 CAVALIER, LLC
    
    
    52-20578421434 CROSSWAYS BOULEVARD I, LLC
    
    
    52-20578421434 CROSSWAYS BOULEVARD II, LLC
    
    
    52-20578421441 CROSSWAYS BLVD., LLC
    
    
    52-205784215395 JOHN MARSHALL HIGHWAY, LLC
    
    
    52-2057842351 PATRICK STREET, LLC
    
    
    52-2057842403 & 405 GLENN DRIVE MANAGER, LLC
    
    
    52-2057842403 & 405 GLENN DRIVE, LLC
    
    
    52-20578424212 TECHCOURT, LLC
    
    
    52-2057842ACP EAST LLC
    
    
    52-2057842ACP EAST FINANCE, LLC
    
    
    52-2057842AIRPARK PLACE HOLDINGS, LLC
    
    
    52-2057842AIRPARK PLACE, LLC
    
    
    52-2057842AP INDIAN CREEK, LLC
    
    
    52-2057842AQUIA ONE, LLC
    
    
    52-2057842AQUIA TWO, LLC
    
    
    52-2057842BREN MAR HOLDINGS, LLC
    
    
    52-2057842BREN MAR, LLC
    
    
    52-2057842COLUMBIA HOLDING ASSOCIATES LLC
    
    
    52-2057842CROSSWAYS ASSOCIATES LLC
    
    
    52-2057842CROSSWAYS II LLC
    
    
    52-2057842CROSSWAYS LAND, LLC
    
    
    52-2057842ENTERPRISE CENTER I, LLC
    
    
    52-2057842ENTERPRISE CENTER MANAGER, LLC
    
    
    52-2057842EON GROUP, LLC
    
    
    26-1847361EON GROUP, LTD
    
    
    98-0591583FIRST POTOMAC DC 500 MANAGEMENT LLC
    
    
    27-3075158FIRST POTOMAC DC HOLDINGS, LLC
    
    
    27-3075027FIRST POTOMAC DC MANAGEMENT LLC
    
    
    27-4110098FIRST POTOMAC MANAGEMENT LLC
    
    
    52-2057842FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP
    
    
    52-2057842FIRST POTOMAC REALTY TRUST
    
    
    37-1470730FIRST POTOMAC TRS HOLDINGS, INC.
    
    
    20-4033770FIRST RUMSEY LLC
    
    
    52-2057842FIRST SNOWDEN LLC
    
    
    52-2057842FP 1211 CONNECTICUT AVENUE, LLC
    
    
    27-4080392FP 1408 STEPHANIE WAY, LLC
    
    
    52-2057842FP 2550 ELLSMERE AVENUE, LLC
    
    
    52-2057842FP 3 FLINT HILL, LLC
    
    
    52-2057842FP 440 1st STREET, LLC
    
    
    27-4273427FP 51 LOUSIANA AVENUE, LLC
    
    
    54-1631747FP 500 & 600 HP WAY, LLC
    
    
    52-2057842




---



##### 



NAME OF ENTITY
    
    TAX ID/EINFP 500 FIRST STREET REIT GP, LLC
    
    
    27-3075347FP 500 FIRST STREET, LLC
    
    
    26-2553938FP 535 INDEPENDENCE PARKWAY, LLC
    
    
    52-2057842FP 601 MEADOWVILLE RD, LLC
    
    
    52-2057842FP 6310 HILLSIDE CENTER, LLC
    
    
    52-2057842FP 6315 HILLSIDE CENTER, LLC
    
    
    52-2057842FP 7501 WHITEPINE ROAD, LLC
    
    
    52-2057842FP 840 FIRST STREET, LLC
    
    
    27-4330837FP 950 F STREET, LLC
    
    
    27-4281956FP AIRPARK AB, LLC
    
    
    52-2057842FP AMMENDALE COMMERCE CENTER,LLC
    
    
    52-2057842FP ASHBURN, LLC
    
    
    52-2057842FP ATLANTIC CORPORATE PARK, LLC
    
    
    52-2057842FP CAMPOSTELLA ROAD, LLC
    
    
    52-2057842FP CANDLEWOOD, LLC
    
    
    52-2057842FP CANDLEWOOD BORROWER, LLC
    
    
    52-2057842FP CHESTERFIELD ABEF, LLC
    
    
    52-2057842FP CHESTERFIELD CDGH, LLC
    
    
    52-2057842FP CLOVERLEAF INVESTOR, LLC
    
    
    52-2057842FP CLOVERLEAF, LLC
    
    
    52-2057842FP CRONRIDGE DRIVE, LLC
    
    
    52-2057842FP DAVIS DRIVE LOT 5, LLC
    
    
    52-2057842FP DIAMOND HILL, LLC
    
    
    52-2057842FP GALLOWS ROAD, LLC
    
    
    52-2057842FP GATEWAY 270, LLC
    
    
    52-2057842FP GATEWAY CENTER, LLC
    
    
    52-2057842FP GATEWAY WEST II, LLC
    
    
    52-2057842FP GIRARD BUSINESS CENTER, LLC
    
    
    52-2057842FP GIRARD PLACE, LLC
    
    
    52-2057842FP GOLDENROD LANE, LLC
    
    
    52-2057842FP GREENBRIER CIRCLE, LLC
    
    
    52-2057842FP GUDE MANAGER, LLC
    
    
    52-2057842FP GUDE, LLC
    
    
    52-2057842FP HANOVER AB, LLC
    
    
    52-2057842FP HANOVER C, LLC
    
    
    52-2057842FP HANOVER D, LLC
    
    
    52-2057842FP INDIAN CREEK, LLC
    
    
    52-2057842FP METRO PLACE, LLC
    
    
    52-2057842FP NAVISTAR INVESTORS, LLC
    
    
    52-2057842FP NAVISTAR MANAGER, LLC
    
    
    52-2057842FP NORTHRIDGE, LLC
    
    
    52-2057842FP ONE FAIR OAKS, LLC
    
    
    52-2057842FP PARK CENTRAL I, LLC
    
    
    52-2057842FP PARK CENTRAL II, LLC
    
    
    52-2057842FP PARK CENTRAL V, LLC
    
    
    52-2057842FP PATRICK CENTER, LLC
    
    
    52-2057842FP PATUXENT PARKWAY, LLC
    
    
    52-2057842FP PINE GLEN, LLC
    
    
    52-2057842FP PROPERTIES II, LLC
    
    
    91-1893498FP PROPERTIES, LLC
    
    
    84-1417951




---



##### 



NAME OF ENTITY
    
    TAX ID/EINFP PROSPERITY, LLC
    
    
    52-2057842FP REALTY INVESTMENT MANAGER, LLC
    
    
    52-2057842FP RIVERS BEND LAND, LLC
    
    
    52-2057842FP RIVERS BEND, LLC
    
    
    52-2057842FP STERLING PARK 6, LLC
    
    
    52-2057842FP STERLING PARK 7, LLC
    
    
    52-2057842FP STERLING PARK I, LLC
    
    
    52-2057842FP STERLING PARK LAND, LLC
    
    
    52-2057842FP TRIANGLE, LLC
    
    
    52-2057842FP VAN BUREN, LLC
    
    
    52-2057842FP WEST PARK, LLC
    
    
    52-2057842FPR GENERAL PARTNER, LLC
    
    
    52-2057842FPR HOLDINGS LIMITED PARTNERSHIP
    
    
    52-2057842GATEWAY HAMPTON ROADS, LLC
    
    
    52-2057842GATEWAY MANASSAS I, LLC
    
    
    52-2057842GATEWAY MANASSAS II, LLC
    
    
    52-2057842GLENN DALE BUSINESS CENTER, L.L.C.
    
    
    52-2057842GREENBRIER HOLDING ASSOCIATES LLC
    
    
    52-2057842GREENBRIER LAND, LLC
    
    
    52-2057842GREENBRIER/NORFOLK HOLDING LLC
    
    
    52-2057842GREENBRIER/NORFOLK INVESTMENT LLC
    
    
    52-2057842GTC I SECOND LLC
    
    
    52-2057842GTC II FIRST LLC
    
    
    52-2057842HERNDON CORPORATE CENTER, LLC
    
    
    52-2057842INDIAN CREEK INVESTORS, LLC
    
    
    52-2057842INTERSTATE PLAZA HOLDING LLC
    
    
    52-2057842INTERSTATE PLAZA OPERATING LLC
    
    
    52-2057842KRISTINA WAY INVESTMENTS LLC
    
    
    52-2057842LANDOVER OWINGS MILLS, LLC
    
    
    52-2057842LINDEN I MANAGER, LLC
    
    
    52-2057842LINDEN I, LLC
    
    
    52-2057842LINDEN II, LLC
    
    
    52-2057842LINDEN III, LLC
    
    
    52-2057842LUCAS WAY HAMPTON, LLC
    
    
    52-2057842NEWINGTON TERMINAL ASSOCIATES, LLC
    
    
    52-2057842NEWINGTON TERMINAL LLC
    
    
    52-2057842NORFOLK COMMERCE PARK LLC
    
    
    52-2057842NORFOLK FIRST LLC
    
    
    52-2057842NORFOLK LAND, LLC
    
    
    52-2057842PLAZA 500, LLC
    
    
    52-2057842RESTON BUSINESS CAMPUS, LLC
    
    
    52-2057842RIVERS BEND BUSINESS CENTER ASSOCIATION, INC
    
    
    54-1682730RUMSEY FIRST LLC
    
    
    52-2057842RUMSEY/SNOWDEN HOLDING LLC
    
    
    52-2057842RUMSEY/SNOWDEN INVESTMENT LLC
    
    
    52-2057842SNOWDEN FIRST LLC
    
    
    52-2057842TECHCOURT, LLC
    
    
    52-2057842VIRGINIA CENTER, LLC
    
    
    52-2057842VIRGINIA FP VIRGINIA CENTER, LLC
    
    
    52-2057842WINDSOR AT BATTLEFIELD, LLC
    
    
    52-2057842




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NAME OF ENTITY
    
    TAX ID/EINFP VIF I/ RIVERS PARK I, LLC
    
    
    80-0266532FP VIF II/ RIVERS PARK II, LLC
    
    
    80-0266544FP CPT 1750 HOLDINGS, LLC
    
    
    27-3776863FP CPT 1750 H STREET, LLC
    
    
    27-3776863FP CPT 1750 H STREET, LLC
    
    
    27-3776863FP REDLAND, LLC
    
    
    52-2057842FP REDLAND GP, LLC
    
    
    52-2057842FP REDLAND TECHNOLOGY CENTER LP
    
    
    20-87818726960 AVIATION BLVD,OWNER, LLC
    
    
    27-44364106960 AVIATION BLVD,OWNER, LLC
    
    
    27-44364106960 AVIATION BLVD,BORROWER, LLC
    
    
    27-4436410FP AVIATION BLVD.,LLC
    
    
    27-4436410FP AVIATION HOLDINGS,LLC
    
    
    52-2057842VIF/FP AVIATION BLVD HOLDINGS
    
    
    27-4436410FP PERSEUS 53-713, LLC
    
    
    45-2447294




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Employee Benefit Plans




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Contingent Liabilities