Senior Vice President, Marketing Employment Agreement - Frances P. Lewis

Exhibit 10.17 EMPLOYMENT AGREEMENT By and Between GRUBB & ELLIS COMPANY and FRANCES P. LEWIS As of April 1, 2006


EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this " Agreement" ) effective as of April 1, 2006 (the " Effective Date" ), by and between GRUBB & ELLIS COMPANY , a Delaware corporation having an address at 500 West Monroe Street, Suite 2800, Chicago, IL 60661 (the " Company" ), and FRANCES P. LEWIS, an individual having an address at 3808 N. Tripp Avenue, Chicago, Illinois 60641 (" Executive" ). W I T N E S S E T H : WHEREAS , the Company desires to employ Executive and Executive desires to provide her exclusive services to the Company in connection with the Company' s business; and WHEREAS , both parties desire to clarify and specify the rights and obligations which each have with respect to the other in connection with Executive' s employment. NOW, THEREFORE , in consideration of the agreements and covenants herein set forth, the parties hereby agree as follows: 1. Employment The Company hereby employs Executive as Senior Vice President, Marketing and Corporate Communications, and Executive hereby accepts such exclusive employment and agrees to render Executive' s exclusive services as an employee of the Company, all subject to and on the terms and conditions herein set forth. 2. Duties and Responsibilities of Executive Executive shall be exclusively employed as the Company' s Senior Vice President, Marketing and Corporate Communications, and Executive agrees to provide Executive' s exclusive services to the Company, subject to the other provisions of this Section 2. Executive' s responsibilities and duties shall be commensurate with those of a similarly situated officer of an entity engaged in the business engaged, or proposed to be engaged, in by the Company. In the performance of her duties, Executive shall initially report to the Company' s Chief Executive Officer, and thereafter may report to such officer of the Company as so directed by the Board of Directors. Executive shall use her best efforts to maintain and enhance the business and reputation of the Company and shall perform such other duties commensurate with Executive' s position as may, from time to time, be designated to Executive by the Company' s Chief Executive Officer. Executive shall be available to travel as the reasonable needs of the Company shall require. Executive' s principal place of employment shall be the Chicago, Illinois metropolitan area. Nothing contained in this Section 2 shall limit Executive' s right to engage in charitable activities or industry activities provided the same do not materially effect the performance of Executive' s responsibilities hereunder.

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3. Compensation (a) In consideration for Executive' s services to be performed under this Agreement and as compensation therefor, Executive shall receive, in addition to all other benefits provided for in this Agreement, a base salary (the " Base Salary" ) at a rate of Two Hundred Thousand Dollars ($200,000) per annum. All payments of Base Salary shall be subject to all applicable withholdings and deductions, and shall be payable in accordance with the Company' s customary payroll practices. The Base Salary shall be subject to annual review by the Compensation Committee of the Board (the " Compensation Committee" ). (b) In addition to the Base Salary, Executive shall be eligible to receive annual bonus compensation (" Bonus Compensation" ) based upon a bonus plan and formula to be established each year during the Term hereof (as defined in Section 5 below) by the Compensation Committee. The Bonus Compensation plan to be established each year by the Compensation Committee shall be designed to take into account both the performance of the Executive and the Company. The Bonus Compensation plan for Executive shall provide for up to thirty percent (30%) of the Base Salary, upon such terms and conditions as determined from time to time by the Compensation Committee of the Board. All Bonus Compensation shall be payable in accordance with the procedures established from time to time by the Compensation Committee, subject to all applicable withholding and deductions, and in accordance with the Company' s customary payroll and bonus payment practices. (c) Executive shall be entitled to participate in the Company' s performance-based Long Term Incentive Plan (the " Incentive Plan" ) in an amount equal to up to sixty-five percent (65)% of Executive' s Base Salary, and such participation shall be with respect to the Company' s Incentive Plan commencing as of January 1, 2005, and with respect to any performance period commencing in such calendar year or thereafter, provided that Executive' s participation in such Incentive Plan (and his compensation in respect thereof) shall only be for the actual time periods during which Executive was actually employed by the Company. All compensation payable pursuant to the Incentive Plan shall be payable in accordance with the procedures established from time to time by the Compensation Committee, subject to applicable withholdings and deductions, and in accordance with the Company' s customary payroll and bonus payment practices. 4. Benefits (a) In addition to the Base Salary, the Bonus Compensation, and the Incentive Plan, as provided for in Section 3 hereof, Executive shall be entitled to the benefits and other arrangements, including, but not limited to, annual vacation (collectively, " Benefits" ), consistent with those Benefits previously provided to Executive by the Company immediately prior to the execution hereof; provided , that, subsequent to the execution hereof, the Benefits are made available at the absolute and sole discretion of the Company and nothing in this Agreement establishes any right of the Executive to the availability or continuance of any such plan or arrangement.

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(b) Executive shall be entitled to reimbursement for all reasonable travel, entertainment and other reasonable expenses incurred in connection with the Company' s business, provided that such expenses are (i) pre-approved by the Company if not in accordance with the Company' s policies, and (ii) adequately documented and vouchered in accordance with the Company' s policies. 5. Term of Employment The term of Executive' s employment hereunder shall commence on the Effective Date and shall terminate on the date immediately preceding the three (3) year anniversary thereof, or such earlier time in accordance with Section 8 hereof (the " Term" ). The Term may be extended beyond the period provided for in the immediately preceding sentence upon the mutual written agreement of the parties hereto. 6. Confidentiality (a) Executive agrees and covenants that, at any time during which Executive is employed by the Company (which, for purpose of this Section 6 shall include the Company' s subsidiaries and affiliates) or thereafter, Executive will not (without first obtaining the express permission of the Company) (i) divulge to any individual, partnership, corporation (including a business trust), limited liability company, joint stock company, trust, unincorporated association, joint venture, or other entity, or a government or any political subdivision or agency thereof (" Person" ), or use (either by Executive or in connection with any business), any " Confidential Information" (as hereinafter defined in Section 6(c) hereof) or (ii) divulge to any Person, or use (either by Executive or in connection with any business), any " Trade Secrets" (as hereinafter defined in Section 6(c) hereof) to which Executive may have had access or which had been revealed to Executive during the course of Executive' s employment, unless such disclosure is pursuant to a court order, disclosure in litigation involving the Company or in any reports or applications required by law to be filed with any governmental agency, but only after at least ten (10) days prior written consultation with the Company. (b) Any interest in patents, patent applications, inventions, copyrights, developments, innovations, methods, processes, analyses, drawings, and reports (collectively, " Inventions" ) which Executive may develop during the period Executive is employed under this Agreement (either during regular business hours or otherwise) relating to the fields in which the Company may then be engaged shall belong to the Company; and Executive shall disclose the Inventions to the Company and forthwith upon request of the Company, Executive shall execute all such assignments and other documents and take all such other action as the Company may reasonably request in order to vest in the Company all right, title, and interest in and to the Inventions free and clear of all liens, charges, and encumbrances. (c) As used in this Agreement, the term " Confidential Information" shall mean and include all information and data in respect of the Company' s (including its subsidiaries' and affiliates' ) operations, financial condition, products, customers and business (including, without limitation, artwork, photographs, specifications, facsimiles, samples, business, marketing or promotional plans, creative written material and information relating to characters, concepts, names, trademarks, tradenames, tradedress and copyrights) which may be

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communicated to Executive or to which Executive may have access in the course of Executive' s employment by the Company. Notwithstanding the foregoing, the term " Confidential Information" shall not include information which: (i) is, at the time of the disclosure, a part of the public domain through no act or omission by Executive; or (ii) is hereafter lawfully disclosed to Executive by a third party who or which did not acquire the information under an obligation of confidentiality to or through the Company. As used in this Agreement, the term " Trade Secrets" shall mean and include information, without regard to form, including, but not limited to, technical or non-technical data, a formula, a pattern, a compilation, a program, a device, a method, a technique, a drawing, a process, financial data, financial plans, product plans, or a list of actual or potential customers or suppliers which is not commonly known by or available to the public and which information (i) derives economic value, actual or potential, from not being known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use; and (ii) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy. In addition, the term " trade secrets" includes all information protectible as " trade secrets" under applicable law. Nothin ...