Initial Properties. The parties have identified certain Properties (the “Initial Properties”) which will be contributed by Inland to the Company at the “Agreed Net Value” for each of the Initial Properties as described on EXHIBIT 6-A. EXHIBIT 6-B contains the form of “Contribution Agreement” that shall be entered into with respect to each Initial Property. The Manager shall cause the Company to accept the contribution of each of the Initial Properties as soon as practicable after the execution of this Agreement in accordance with the terms of the Contribution Agreement; provided, however, that the parties have agreed that (i) none of the Initial Properties shall be contributed to the Company until the conditions for contribution, as set forth in the Contribution Agreement, have been fulfilled (or as applicable, waived by any party having the right to waive said condition) as to at least 4 of the Initial Properties; (ii) the Company shall not acquire, or enter into any binding agreement to acquire, any Additional Property unless and until 4 of the Initial Properties have been contributed to the Company, unless expressly authorized by NYSTRS in advance, in writing, in NYSTRS’ sole discretion, and (iii) if no Properties have been contributed to or acquired by the Company on or before December 31, 2004, then NYSTRS, at its sole election, shall have the right to cause the Company to be terminated and dissolved. Inland acknowledges that NYSTRS, acting alone on behalf of Company, shall have the right to (i) exercise Company’s rights and remedies, at law, in equity, or under the Contribution Agreement in the event of a breach of the Contribution Agreement by Inland, and (ii) waive or modify any condition precedent to the Company’s (as opposed to Inland’s) obligations under the Contribution Agreement, including any condition precedent to the contribution of any Initial Property.
Initial Properties. Within 10 days after a Major Capital Event as to an Initial Property by the Company (or one of its Subsidiaries), and the determination of the amount of Net Extraordinary Cash Flow from such Initial Property which is distributable to each Member with respect to such Property, the Manager shall cause each Member’s cumulative internal rate of return (“IRR”) as to Initial Properties to be calculated taking into account the amount and timing of all Capital Contributions with respect to the Initial Properties, and all distributions made hereunder with respect to the Initial Properties prior to such Major Capital Event in accordance with EXHIBIT 7-A attached. Inland shall be entitled to an incentive distribution (the “Initial Property Incentive Distribution“) set forth below depending upon the IRR of the Members and as reflected in Section 7.4(c)(i)(C) and (D): Members’ Internal Rate of Return (“IRR”) applicable to Properties Purchased Using Capital Contributions made pursuant to Initial Capital Commitments (The calculation of the IRR shall take into account the amount and timing of all Capital Contributions of and distributions to Members with respect to Initial Properties and shall be determined in accordance with the rules contained in EXHIBIT 7-A.) Initial Property Incentive Distribution to Inland After the IRR is 11% and until the IRR is 13% 5% After the IRR is greater than 13% 25% By way of example, suppose (i) the net proceeds from the sale of a Property that was purchased using Capital Contributions made pursuant to Initial Capital Commitments and owned by the Company are $200, (ii) there are no Company Loans and no Default Contributions have been made, (iii) the Members’ Unreturned Capital from Initial Capital Commitments is $70 which will be distributed pursuant to Section 7.4(c)(i)(A), and (iv) after an additional $30 is distributed to the Members under Section 7.4(c)(i)(B), each Member will have achieved a cumulative IRR as to all Initial Properties of greater than 11%, but less than 13%. Then, the next $100 would be distributed as follows: $5 would be distributed to Inland as an Initial Property Incentive Distribution, and the remaining $95 would be distributed $76 to SAU and $19 to Inland in accordance with their respective Percentage Interests. (See EXHIBIT 7-B). For purposes of determining whether the IRR has been met hereunder, no Member shall be deemed to have received the amount of the Initial Property Incentive Distributions paid to Inland he...
Initial Properties. Property Owner Bissonnet/Beltway Whitestone REIT Operating Partnership III LP Centre SouthWestchase Whitestone REIT Operating Partnership III LP WestchaseShaver Whitestone REIT Operating Partnership III XX Xxxxxx Whitestone REIT Operating Partnership III XX Xxxxxxxxx Commons Whitestone REIT Operating Partnership, L.P. Desert Canyon Whitestone REIT Operating Partnership, L.P. Ahwatukee Plaza Whitestone Ahwatukee Plaza LLC Shops at Pinnacle Whitestone Shops at Pinnacle LLC Kempwood Whitestone Centers LLC Sugar Park Whitestone Centers LLC Providence Whitestone Centers LLC Lion Square Whitestone Centers LLC Sunridge Whitestone Centers LLC Xxxx Xxxx Whitestone Village Square at Xxxx Xxxx, LLC Fountain Square Whitestone Fountain Square LLC Windsor Whitestone REIT Operating Company IV, LLC Bellnot Whitestone REIT Operating Partnership III XX Xxxxxxx Tuscany Whitestone REIT Operating Partnership, L.P. Town Park Whitestone Centers LLC South Richey Whitestone Centers LLC Torrey Square Whitestone Centers LLC Xxxxx Xxxxxx Whitestone Centers LLC The Citadel Whitestone REIT Operating Partnership, L.P. Market Place Whitestone Sunnyslope Village, LLC Xxxxxxx Point Whitestone REIT Operating Partnership III LP Brookhill Whitestone REIT Operating Company IV, LLC CP Northwest Whitestone REIT Operating Partnership III LP LBJ Whitestone Offices LLC Pima Norte Whitestone Pima Norte LLC Fountain Hills Whitestone Fountain Hills LLC XX Xxxxxxxx XX Whitestone CP Woodland Ph 2, LLC Market Street at DC Ranch Whitestone Market Street at DC Ranch, LLC Heritage Trace Whitestone Heritage Trace Plaza 1 LLC Whitestone Heritage Trace Plaza 2 LLC Property Owner The Strand Whitestone Strand LLC The Promenade at Xxxxxx Ranch Whitestone Promenade, LLC Xxxxxx Ranch Towne Center Whitestone Towne Center, LLC Xxxxxxxx Trace Shops Whitestone Xxxxxxxx Trace Shops LLC Xxxxxxxx Trace Plaza Whitestone Xxxxxxxx Trace Plaza LLC City View Whitestone City View LLC Xxxxxxxxx Village Whitestone Xxxxxxxxx Village LLC Parkside South Whitestone Parkside Village South, LLC Parkside North Whitestone Parkside Village North, LLC Xxxxxxx Crossing Whitestone Xxxxxxx Crossing LLC Xxxxxx Place Whitestone Xxxxxx Place LLC Gilbert Hard Corner Xxxxxxxxxx Xxxxxxx Tuscany Village Corner LLC Xxxxxxx Whitestone Xxxxxxx, LLC La Mirada Whitestone La Mirada, LLC Seville Whitestone Seville, LLC ‑17‑ SCHEDULE I COMMITMENTS Lender Revolving Credit Commitment Term A Loan Commitment Term B Loan Commitment Term C Loan Commitment TOTAL O...
Initial Properties. Except for DFW South or Meadowlands, the ------------------ Borrower will use its best efforts to cause the Initial Properties to qualify as Eligible Properties within thirty (30) days of the Effective Date, except for the Maison De Ville, New Orleans, Louisiana for which the Borrower will use reasonable efforts to qualify as an Eligible Property. If an Initial Property does not qualify as an Eligible Property within thirty (30) days of the Effective Date or later no longer qualifies as an Eligible Property, the Borrower will cause any such Initial Property to qualify as a Permitted Non- Eligible Property as provided in the definition of Permitted Non-Eligible Property.
Initial Properties. Existing Property Portfolio Property Location Year Built Size (SF) Occupancy Major Tenants Agreed Net Value Rxxxxxx Square Geneva, IL 1998 216,201 97.10% Bed, Bath & Beyond, Marshall’s $19,470,000 Woodfield Commons Schaumburg, IL 1973/ 1997 207,583 99.50% Toys R Us, Comp USA $17,500,000 Txxxxxxx Wxxxx River Grove, IL 1965 188,213 97.3% Dominick’s, Walgreens $11,800,000 Chatham Ridge Chicago, IL 1989 175,774 100.00% Cub Foods, Marshall’s $19,512,380 Marketplace at Six Corners Chicago, IL 1997 117,000 100.00% Jewel/Osco, Marshall’s $ 8,700,000 Cobblers Crossing Elgin, IL 1993 102,643 94.90% Jewel/Osco $ 6,773,500 Shoppes at Mill Creek Palos Park, IL 1988 102,422 100.00% Jewel/Osco $ 8,340,000 Forest Lake Forest Lake, MN 2002 93,853 100.00% Cub Foods $ 5,411,000 Total Net Agreed Value 1,203,693 98.6% $97,506,880 Gross Agreed Value $174,000,000 Rxxxxxx Square Cap Rate = 8.3% Cobbler Crossing Cap Rate = 7.7% EXHIBIT 6-C EXISTING INDEBTEDNESS AS OF DECEMBER 31, 2003 Property Lender Current Debt Amount Interest Rate 1) Maturity Date Secondary Financing Availability Cobbler Crossing Allstate $5,476,500 7% 2/18/2005 Possible Mill Creek Allstate $5,660,000 7.375% 2/1/2006 Possible Woodfield Commons LaSalle $13,500,000 2.9% 12/18/2007 Yes Marketplace Allstate $11,800,000 4.84% 1/2/2010 No Rxxxxxx Square Bear Sxxxxxx $13,530,000 6.5% 9/1/2006 No Txxxxxxx Wxxxx Principal $10,200,000 5.57% 10/1/2007 No Chatham Ridge LaSalle $9,737,620 7.26% 1/31/2005 Yes Forest Lake Archon $6,589,000 4.35% 12/1/2007 No, conduit loan Total $76,493,120 1) Note: All interest rates are fixed, with the exception of Woodfield Commons
Initial Properties. The conveyance to Buyer of the Initial Properties pursuant to this Agreement shall be effective as of 12:01 a.m., Central Time, on the First Closing Date (the “Initial Effective Time”).
Initial Properties. Buyer acknowledges that, prior to the First Closing Date, it has (a) been furnished by Seller with access to such files, data, and information relating to the title to the Initial Leases, and the physical, operating, and environmental condition of the Initial Leases and the Xxxxx, in each case as Buyer has requested, (b) been afforded the opportunity to ask questions regarding such matters of Seller’s employees or contract personnel having knowledge thereof, and (c) otherwise conducted its own title examinations and searches with respect to the Initial Leases, and made its own independent inspections, analyses, investigations, and studies (consistent with the terms of Section 4.5) with respect to the Initial Leases and the Xxxxx, as Buyer in each case deemed necessary. Solely in reliance upon such independent title examinations and searches and such independent inspections, analyses, investigations, and studies, Buyer has determined that the Initial Leases listed on Exhibit A-1 and Exhibit A-2 constitute Title-Approved Leases and hereby accepts the physical, operating, and environmental condition of the Initial Leases and the Xxxxx “AS IS”, “WHERE IS”, and “WITH ALL FAULTS”. Title Defects and Environmental Defects with respect to the Initial Properties discovered by Buyer prior to the First Closing Date have either been asserted by Buyer and resolved by Seller to Buyer’s reasonable satisfaction or waived by Buyer. If an oil and gas lease proposed by Seller for inclusion among the Initial Leases was not so included because of the existence of an uncured Title Defect or an unremedied Environmental Defect affecting such oil and gas lease as of the First Closing Date, such oil and gas lease shall be excluded from the Initial Leases included in the First Closing. Thereafter, Seller shall be free to propose such an excluded oil and gas lease for inclusion among the Supplemental Leases to be included in the Supplemental Closing in accordance with Section 2.2.
Initial Properties. As of the Amendment No. 1 Effective dDate of Closing, the Initial Properties qualify as Eligible Properties and the information provided on Schedule 5.24 is true and correct.
Initial Properties. 70 Part I - Initial Properties.................................. 70 Part II - Connaught Apartments............................... 71 7.
Initial Properties. As of the date of Closing, the Initial Properties qualify as Eligible Properties and the information provided on Schedule 5.24 is true and correct.
