Intercompany Debt. In this example, all of the facts described in the Base Case above are the same, except that between the owners of Shopping Center 3, Company E has an Intercompany Debt obligation in the amount of $25 to Company F. Prior to the application of the adjustments contained in the definition of Allocated Share, the Allocated Shares of the Owners of Shopping Center 3 would be as follows: Allocated Share (unadjusted): 50 = 100 x 50% 50 = 100 x 50% To account for Intercompany Debt, the definition of “Allocated Share” provides an adjustment to (i) reduce the Allocated Share that would otherwise be payable to Company E by an amount equal to its indebtedness to Company F and (ii) increase the Allocated Share that would otherwise be payable to Company F by an amount equal to Company E’s indebtedness to Company F, with the following outcome: Allocated Share (adjusted): 25 = 100 x 50% - 25 75 = 100 x 50% + 25 As a result of this adjustment to the Allocated Shares of Company E and Company F, the Intercompany Debt obligations between these entities have now been resolved. Alamo Quarry Market 10.1916 % Carmel Country Plaza 4.8359 % Carmel Mountain Plaza 7.1580 % Xxxxx Xxx Xxxxxxxxxxx 0.0000 % Lomas Santa Fe Plaza 6.5271 % Rancho Carmel Plaza 0.4388 % Solana Beach Towne Centre 5.6143 % The Shops at Kalakaua 0.2883 % Del Monte Center 5.7928 % Waikele Center 9.0461 % Waikiki Beach Walk Waikiki Beach Walk Retail 0.6668 % Embassy Suites at Waikiki Beach Walk 6.3419 % ICW Valencia/Valencia Corporate Center 1.7184 % Torrey Reserve ICW Plaza 2.0728 % Torrey Reserve North Court I & II 4.1456 % Torrey Reserve South Court I & II 4.7826 % Torrey Daycare 0.2370 % Xxxxxx XX I-III 1.2492 % Existing Common Area – Future Development Parcel 0.3981 % Solana Beach Corporate Centre Solana Beach Corporate Centre – I & II 2.2375 % Solana Beach Corporate Centre – III & IV 0.3116 % Solana Beach Towne Centres Investments (Vacant Land) 0.0686 % 000 Xxxx Xxxxxx 2.4814 % The Landmark at One Market 5.5594 % Fireman’s Fund Headquarters 9.6718 % Imperial Beach Gardens 0.6589 % Loma Palisades 2.5884 % Mariner’s Point 0.2745 % Xxxxx Xx Xxxx XX Xxxxxx 0.0000 % Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) 0.1235 % Sorrento Pointe 0.2471 % Management Company (American Assets Trust Management, LLC) 3.5690 % Total 100.0000 % Alamo Quarry Market $ 98,954,256 Carmel Country Plaza $ 10,271,191 Carmel Mountain Plaza $ 63,554,812 South Bay Marketplace $ 23,000,000 Lomas Santa Fe Plaza $ 19,850,458 Rancho Carmel Plaza $ 8,103,021 Solana Beach Towne Centre $ 40,000,000 The Shops at Kalakaua $ 19,000,000 Del Monte Center $ 82,300,000 Waikele Center $ 140,700,000 Waikiki Beach Walk Waikiki Beach Walk Retail $ 145,742,438 Embassy Suites at Waikiki Beach Walk $ 53,000,000 ICW Valencia/Valencia Corporate Center $ 23,581,507 Torrey Reserve ICW Plaza $ 43,000,000 Torrey Reserve North Court I & II $ 22,299,822 Torrey Reserve South Court I & II $ 13,059,008 Torrey Daycare $ 1,673,363 Xxxxxx XX I-III $ 7,500,000 Existing Common Area – Future Development Parcel $ 0 Xxxxxx Xxxxx Xxxxxxxxx Xxxxxx Xxxxxx Xxxxx Corporate Centre – I & II $ 12,000,000 Solana Beach Corporate Centre – III & IV $ 37,330,000 Solana Beach Towne Centres Investments (Vacant Land) $ 0 000 Xxxx Xxxxxx $ 42,223,428 The Landmark at One Market $ 133,000,000 Fireman’s Fund Headquarters $ 176,542,099 Imperial Beach Gardens $ 20,000,000 Loma Palisades $ 73,744,000 Mariner’s Point $ 7,700,000 Santa Fe Park RV Resort $ 1,878,876 Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) $ 0 Xxxxxxxx Xxxxxx $ 0 Management Company (American Assets Trust Management, LLC) $ 0 Total $ 1,320,008,279 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to DHM Trust Del Monte Center $ 117,273.17 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,231,368.26 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxxx X. Xxxxxx, Trustee of Non-Exempt Trust C under the Xxxxxxx and Xxxxxxx Xxxxxx Trust, dated July 31, 1981 Del Monte Center $ 527,729.26 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 377,577.46 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to American Assets, Inc. Del Monte Center $ 357,464.50 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxx Xxxxxxx Del Monte Center $ 34,325.00 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Parma Family Trust Del Monte Center $ 36,886.08 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,288,289.73 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Arsobro, LP Del Monte Center $ 158,971.11 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Del Xxxxx, LLC Del Monte Center $ 238,540.95 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx X. Xxxxxxx Del Monte Center $ 9,534.62 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Solomon Family Partnership Del Monte Center $ 23,828.31 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust 2 Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 309,768.37 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to Arsobro, LP Del Monte Center $ 116,391.99 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to American Assets, Inc. Del Monte Center $ 74,233.18 Second Amended and Restated Promissory Note A Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Sorrento Mesa Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 6,498,716.00 Second Amended and Restated Promissory Note B Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Stonecrest Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 3,983,084.00 Unsecured loan from ESW LLC to the Embassy Suites at Waikiki Beach Walk* Embassy Suites at Waikiki Beach Walk $ 14,874,102.00 Loan Agreement, dated as of June 29, 2010, between Bank of America, N.A. and Landmark One Market The Landmark at One Market $ 23,000,000.00 Unsecured loan from ICW Valencia, L.P. to certain holders of interests in ICW Plaza, X.X. Xxxxxxxx Corporate Center $ 418,770.00 * Loan not issued pursuant to a formal promissory note. Unsecured loan from American Assets, Inc. to Pacific Oceanside Holdings, L.P.* $ 3,099,218 Unsecured loan from American Assets, Inc. to Kearny Mesa Business Center, L.P.* $ 854,229 Promissory Note issued December 31, 2004 by American Assets, Inc. to Del Monte Center Holdings, LP $ 1,785,680 Unsecured loan from American Assets, Inc. to Del Monte San Xxxx Holdings, LLC* $ 1,854,631 Unsecured loan from American Assets, Inc. to Beach Walk Holdings, L.P.* $ 2,861,766 Promissory Note issued December 31, 2004 by American Assets, Inc. to Solana Beach Towne Centre Investments, L.P. $ 2,102,154 Promissory Note issued January 31, 2007 by American Assets, Inc. to ICW Plaza, L.P. $ 7,748,809 Promissory Note issued December 31, 2004 by American Assets, Inc. to Pacific Stonecrest Holdings, L.P. $ 901,116 Promissory Note issued December 31, 2004 by American Assets, Inc. to Rancho Carmel Plaza, L.P. $ 305,370 Unsecured loan from American Assets, Inc. to Pacific Stonecrest Assets, Inc.* $ 75,093 Promissory Note issued December 31, 2009 by American Assets, Inc. to Imperial Strand, L.P. $ 1,364,104 Promissory Note issued December 31, 2004 by American Assets, Inc. to Loma Palisades, G.P. $ 1,021,324 Promissory Note issued December 31, 2009 by Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended, to American Assets, Inc $ 14,144,458 Promissory Note issued December 19, 2007 by Pacific American Assets Holdings, L.P., to American Assets, Inc $ 28,934,000 Promissory Note issued December 31, 2004 by Winrad Kearny Mesa Business Center, G.P. to American Assets, Inc $ 757,906 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 1,055,458.51 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 514,693.48 * Loan not issued pursuant to a formal promissory note. Only the following Properties have an associated owner’s policy of title insurance: Solana Beach Towne Center SBTC Holdings, LLC / 30264324 Midland Loan Services Del Monte Center Del Monte – DMSJH , LLC / 991074035 Del Monte – DMCH, LLC / 991074036 Del Monte – KMBC, LLC / 991074037 Del Monte – POH, LLC / 991073858 Berkadia Commercial Mortgage Waikele Center Borrowers Waikele Reserve West Holdings, LLC Waikele 101 Sorrento, LLC Waikele 225 Sorrento, LLC Waikele 101 Stonecrest, LLC Waikele 225 Stonecrest, LLC Loan Numbers 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000 Xxxxx Fargo Commercial Mortgage Services Solana Beach Corporate Center I & II SBCC Holdings, LLC / 30264325 Midland Loan Services Solana Beach Corporate Center III & IV SB Corporate Centre III-IV, LLC / 991068648 Berkadia Commercial Mortgage 000 Xxxx Xxxxxx Borrowers King Street Holdings, XX Xxxx Desert Hillside, LLC King Desert Oceanside, LLC Loan Number 330063200 Xxxxx Financial The Landmark at One Market Landmark FireHill Holdings, LP / 70-0400471 Landmark Ventures Holdings, LLC / 70-0400470 Xxxxx Fargo Commercial Mortgage Services Waikiki Beach Walk – Hotel Borrowers EBW Hotel LLC Bank of Hawaii, First Hawaiian Bank, Central Waikele Venture Holdings, LLC Broadway 225 Sorrento Holdings, LLC Broadway 225 Stonecrest Holdings, LLC Loan Number 00050082287 Pacific Bank & American Savings Bank
Appears in 1 contract
Intercompany Debt. In this example, all of the facts described in the Base Case above are the same, except that between the owners of Shopping Center 3, Company E has an Intercompany Debt obligation in the amount of $25 to Company F. Prior to the application of the adjustments contained in the definition of Allocated Share, the Allocated Shares of the Owners of Shopping Center 3 would be as follows: Allocated Share (unadjusted): 50 = 100 x 50% 50 = 100 x 50% To account for Intercompany Debt, the definition of “Allocated Share” provides an adjustment to (i) reduce the Allocated Share that would otherwise be payable to Company E by an amount equal to its indebtedness to Company F and (ii) increase the Allocated Share that would otherwise be payable to Company F by an amount equal to Company E’s indebtedness to Company F, with the following outcome: Allocated Share (adjusted): 25 = 100 x 50% - 25 75 = 100 x 50% + 25 As a result of this adjustment to the Allocated Shares of Company E and Company F, the Intercompany Debt obligations between these entities have now been resolved. resolved Alamo Quarry Market 10.1916 % Carmel Country Plaza 4.8359 % Carmel Mountain Plaza 7.1580 % Xxxxx Xxx Xxxxxxxxxxx 0.0000 % Lomas Santa Fe Plaza 6.5271 % Rancho Carmel Plaza 0.4388 % Solana Beach Towne Centre 5.6143 % The Shops at Kalakaua 0.2883 % Del Monte Center 5.7928 % Waikele Center 9.0461 % Waikiki Beach Walk Waikiki Beach Walk Retail 0.6668 % Embassy Suites at Waikiki Beach Walk 6.3419 % ICW Valencia/Valencia Corporate Center 1.7184 % Torrey Reserve ICW Plaza 2.0728 % Torrey Reserve North Court I & II 4.1456 % Torrey Reserve South Court I & II 4.7826 % Torrey Daycare 0.2370 % Xxxxxx XX I-III 1.2492 % Existing Common Area – Future Development Parcel 0.3981 % Solana Beach Corporate Centre Solana Beach Corporate Centre – I & II 2.2375 % Solana Beach Corporate Centre – III & IV 0.3116 % Solana Beach Towne Centres Investments (Vacant Land) 0.0686 % 000 Xxxx Xxxxxx 2.4814 % The Landmark at One Market 5.5594 % Fireman’s Fund Headquarters 9.6718 % Imperial Beach Gardens 0.6589 % Loma Palisades 2.5884 % Mariner’s Point 0.2745 % Xxxxx Xx Xxxx XX Xxxxxx 0.0000 % Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) 0.1235 % Sorrento Pointe 0.2471 % Management Company (American Assets Trust Management, LLC) 3.5690 % Total 100.0000 % Alamo Quarry Market $ 98,954,256 Carmel Country Plaza $ 10,271,191 Carmel Mountain Plaza $ 63,554,812 South Bay Marketplace $ 23,000,000 Lomas Santa Fe Plaza $ 19,850,458 Rancho Carmel Plaza $ 8,103,021 Solana Beach Towne Centre $ 40,000,000 The Shops at Kalakaua $ 19,000,000 Del Monte Center $ 82,300,000 Waikele Center $ 140,700,000 Waikiki Beach Walk Waikiki Beach Walk Retail $ 145,742,438 Embassy Suites at Waikiki Beach Walk $ 53,000,000 ICW Valencia/Valencia Corporate Center $ 23,581,507 Torrey Reserve ICW Plaza $ 43,000,000 Torrey Reserve North Court I & II $ 22,299,822 Torrey Reserve South Court I & II $ 13,059,008 Torrey Daycare $ 1,673,363 Xxxxxx XX I-III $ 7,500,000 Existing Common Area – Future Development Parcel $ 0 Xxxxxx Xxxxx Xxxxxxxxx Xxxxxx Xxxxxx Xxxxx Corporate Centre – I & II $ 12,000,000 Solana Beach Corporate Centre – III & IV $ 37,330,000 Solana Beach Towne Centres Investments (Vacant Land) $ 0 000 Xxxx Xxxxxx $ 42,223,428 The Landmark at One Market $ 133,000,000 Fireman’s Fund Headquarters $ 176,542,099 Imperial Beach Gardens $ 20,000,000 Loma Palisades $ 73,744,000 Mariner’s Point $ 7,700,000 Santa Fe Park RV Resort $ 1,878,876 Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) $ 0 Xxxxxxxx Xxxxxx $ 0 Management Company (American Assets Trust Management, LLC) $ 0 Total $ 1,320,008,279 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to DHM Trust Del Monte Center $ 117,273.17 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,231,368.26 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxxx X. Xxxxxx, Trustee of Non-Exempt Trust C under the Xxxxxxx and Xxxxxxx Xxxxxx Trust, dated July 31, 1981 Del Monte Center $ 527,729.26 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 377,577.46 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to American Assets, Inc. Del Monte Center $ 357,464.50 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxx Xxxxxxx Del Monte Center $ 34,325.00 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Parma Family Trust Del Monte Center $ 36,886.08 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,288,289.73 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Arsobro, LP Del Monte Center $ 158,971.11 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Del Xxxxx, LLC Del Monte Center $ 238,540.95 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx X. Xxxxxxx Del Monte Center $ 9,534.62 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Solomon Family Partnership Del Monte Center $ 23,828.31 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust 2 Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 309,768.37 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to Arsobro, LP Del Monte Center $ 116,391.99 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to American Assets, Inc. Del Monte Center $ 74,233.18 Second Amended and Restated Promissory Note A Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Sorrento Mesa Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 6,498,716.00 Second Amended and Restated Promissory Note B Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Stonecrest Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 3,983,084.00 Unsecured loan from ESW LLC to the Embassy Suites at Waikiki Beach Walk* Embassy Suites at Waikiki Beach Walk $ 14,874,102.00 Loan Agreement, dated as of June 29, 2010, between Bank of America, N.A. and Landmark One Market The Landmark at One Market $ 23,000,000.00 Unsecured loan from ICW Valencia, L.P. to certain holders of interests in ICW Plaza, X.X. Xxxxxxxx Corporate Center $ 418,770.00 * Loan not issued pursuant to a formal promissory note. Unsecured loan from American Assets, Inc. to Pacific Oceanside Holdings, L.P.* $ 3,099,218 Unsecured loan from American Assets, Inc. to Kearny Mesa Business Center, L.P.* $ 854,229 Promissory Note issued December 31, 2004 by American Assets, Inc. to Del Monte Center Holdings, LP $ 1,785,680 Unsecured loan from American Assets, Inc. to Del Monte San Xxxx Holdings, LLC* $ 1,854,631 Unsecured loan from American Assets, Inc. to Beach Walk Holdings, L.P.* $ 2,861,766 Promissory Note issued December 31, 2004 by American Assets, Inc. to Solana Beach Towne Centre Investments, L.P. $ 2,102,154 Promissory Note issued January 31, 2007 by American Assets, Inc. to ICW Plaza, L.P. $ 7,748,809 Promissory Note issued December 31, 2004 by American Assets, Inc. to Pacific Stonecrest Holdings, L.P. $ 901,116 Promissory Note issued December 31, 2004 by American Assets, Inc. to Rancho Carmel Plaza, L.P. $ 305,370 Unsecured loan from American Assets, Inc. to Pacific Stonecrest Assets, Inc.* $ 75,093 Promissory Note issued December 31, 2009 by American Assets, Inc. to Imperial Strand, L.P. $ 1,364,104 Promissory Note issued December 31, 2004 by American Assets, Inc. to Loma Palisades, G.P. $ 1,021,324 Promissory Note issued December 31, 2009 by Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended, to American Assets, Inc $ 14,144,458 Promissory Note issued December 19, 2007 by Pacific American Assets Holdings, L.P., to American Assets, Inc $ 28,934,000 Promissory Note issued December 31, 2004 by Winrad Kearny Mesa Business Center, G.P. to American Assets, Inc $ 757,906 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 1,055,458.51 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 514,693.48 * Loan not issued pursuant to a formal promissory note. Only the following Properties have an associated owner’s policy of title insurance: Solana Beach Towne American Assets Trust Services, Inc. (indirect Subsidiary) Vista Hacienda LLC (indirect Subsidiary) Pacific Stonecrest Holdings LLC (indirect Subsidiary) Rancho Carmel Plaza LLC (indirect Subsidiary) Pacific Waikiki Holdings Merger Sub LLC (indirect Subsidiary) Pacific Oceanside Holdings LLC (indirect Subsidiary) Kearny Mesa Business Center SBTC Holdings, LLC / 30264324 Midland Loan Services (indirect Subsidiary) Del Monte Center Del Monte – DMSJH , Holdings LLC / 991074035 Del Monte – DMCH, LLC / 991074036 Del Monte – KMBC, LLC / 991074037 Del Monte – POH, LLC / 991073858 Berkadia Commercial Mortgage Waikele Center Borrowers Waikele Reserve West Holdings, LLC Waikele 101 Sorrento, LLC Waikele 225 Sorrento, LLC Waikele 101 Stonecrest, LLC Waikele 225 Stonecrest, LLC Loan Numbers 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000 Xxxxx Fargo Commercial Mortgage Services Solana Beach Corporate Center I & II SBCC Holdings, LLC / 30264325 Midland Loan Services Solana Beach Corporate Center III & IV SB Corporate Centre III-IV, LLC / 991068648 Berkadia Commercial Mortgage 000 Xxxx Xxxxxx Borrowers King Street Holdings, XX Xxxx Desert Hillside, LLC King Desert Oceanside, LLC Loan Number 330063200 Xxxxx Financial The Landmark at One Market Landmark FireHill Holdings, LP / 70-0400471 Landmark Ventures Holdings, LLC / 70-0400470 Xxxxx Fargo Commercial Mortgage Services Waikiki Beach Walk – Hotel Borrowers EBW Hotel LLC Bank of Hawaii, First Hawaiian Bank, Central Waikele Venture Holdings, LLC Broadway 225 Sorrento Holdings, LLC Broadway 225 Stonecrest Holdings, LLC Loan Number 00050082287 Pacific Bank & American Savings Bank(indirect Subsidiary)
Appears in 1 contract
Intercompany Debt. In this example, all of the facts described in the Base Case above are the same, except that between the owners of Shopping Center 3, Company E has an Intercompany Debt obligation in the amount of $25 to Company F. Prior to the application of the adjustments contained in the definition of Allocated Share, the Allocated Shares of the Owners of Shopping Center 3 would be as follows: Allocated Share (unadjusted): 50 = 100 x 50% 50 = 100 x 50% To account for Intercompany Debt, the definition of “Allocated Share” provides an adjustment to (i) reduce the Allocated Share that would otherwise be payable to Company E by an amount equal to its indebtedness to Company F and (ii) increase the Allocated Share that would otherwise be payable to Company F by an amount equal to Company E’s indebtedness to Company F, with the following outcome: Allocated Share (adjusted): 25 = 100 x 50% - 25 75 = 100 x 50% + 25 As a result of this adjustment to the Allocated Shares of Company E and Company F, the Intercompany Debt obligations between these entities have now been resolved. Alamo Quarry Market 10.1916 % Carmel Country Plaza 4.8359 % Carmel Mountain Plaza 7.1580 % Xxxxx Xxx Xxxxxxxxxxx 0.0000 % Lomas Santa Fe Plaza 6.5271 % Rancho Carmel Plaza 0.4388 % Solana Beach Towne Centre 5.6143 % The Shops at Kalakaua 0.2883 % Del Monte Center 5.7928 % Waikele Center 9.0461 % Waikiki Beach Walk Waikiki Beach Walk Retail 0.6668 % Embassy Suites at Waikiki Beach Walk 6.3419 % ICW Valencia/Valencia Corporate Center 1.7184 % Torrey Reserve ICW Plaza 2.0728 % Torrey Reserve North Court I & II 4.1456 % Torrey Reserve South Court I & II 4.7826 % Torrey Daycare 0.2370 % Xxxxxx XX I-III 1.2492 % Existing Common Area – Future Development Parcel 0.3981 % Solana Beach Corporate Centre Solana Beach Corporate Centre – I & II 2.2375 % Solana Beach Corporate Centre – III & IV 0.3116 % Solana Beach Towne Centres Investments (Vacant Land) 0.0686 % 000 Xxxx Xxxxxx 2.4814 % The Landmark at One Market 5.5594 % Fireman’s Fund Headquarters 9.6718 % Imperial Beach Gardens 0.6589 % Loma Palisades 2.5884 % Mariner’s Point 0.2745 % Xxxxx Xx Xxxx XX Xxxxxx 0.0000 % Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) 0.1235 % Sorrento Pointe 0.2471 % Management Company (American Assets Trust Management, LLC) 3.5690 % Total 100.0000 % Alamo Quarry Market $ 98,954,256 Carmel Country Plaza $ 10,271,191 Carmel Mountain Plaza $ 63,554,812 South Bay Marketplace $ 23,000,000 Lomas Santa Fe Plaza $ 19,850,458 Rancho Carmel Plaza $ 8,103,021 Solana Beach Towne Centre $ 40,000,000 The Shops at Kalakaua $ 19,000,000 Del Monte Center $ 82,300,000 Waikele Center $ 140,700,000 Waikiki Beach Walk Waikiki Beach Walk Retail $ 145,742,438 Embassy Suites at Waikiki Beach Walk $ 53,000,000 ICW Valencia/Valencia Corporate Center $ 23,581,507 Torrey Reserve ICW Plaza $ 43,000,000 Torrey Reserve North Court I & II $ 22,299,822 Torrey Reserve South Court I & II $ 13,059,008 Torrey Daycare $ 1,673,363 Xxxxxx XX I-III $ 7,500,000 Existing Common Area – Future Development Parcel $ 0 Xxxxxx Xxxxx Xxxxxxxxx Xxxxxx Xxxxxx Xxxxx Corporate Centre – I & II $ 12,000,000 Solana Beach Corporate Centre – III & IV $ 37,330,000 Solana Beach Towne Centres Investments (Vacant Land) $ 0 000 Xxxx Xxxxxx $ 42,223,428 The Landmark at One Market $ 133,000,000 Fireman’s Fund Headquarters $ 176,542,099 Imperial Beach Gardens $ 20,000,000 Loma Palisades $ 73,744,000 Mariner’s Point $ 7,700,000 Santa Fe Park RV Resort $ 1,878,876 Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) $ 0 Xxxxxxxx Xxxxxx $ 0 Management Company (American Assets Trust Management, LLC) $ 0 Total $ 1,320,008,279 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to DHM Trust Del Monte Center $ 117,273.17 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,231,368.26 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxxx X. Xxxxxx, Trustee of Non-Exempt Trust C under the Xxxxxxx and Xxxxxxx Xxxxxx Trust, dated July 31, 1981 Del Monte Center $ 527,729.26 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 377,577.46 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to American Assets, Inc. Del Monte Center $ 357,464.50 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxx Xxxxxxx Del Monte Center $ 34,325.00 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Parma Family Trust Del Monte Center $ 36,886.08 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,288,289.73 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Arsobro, LP Del Monte Center $ 158,971.11 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Del Xxxxx, LLC Del Monte Center $ 238,540.95 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx X. Xxxxxxx Del Monte Center $ 9,534.62 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Solomon Family Partnership Del Monte Center $ 23,828.31 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust 2 Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 309,768.37 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to Arsobro, LP Del Monte Center $ 116,391.99 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to American Assets, Inc. Del Monte Center $ 74,233.18 Second Amended and Restated Promissory Note A Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Sorrento Mesa Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 6,498,716.00 Second Amended and Restated Promissory Note B Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Stonecrest Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 3,983,084.00 Unsecured loan from ESW LLC to the Embassy Suites at Waikiki Beach Walk* Embassy Suites at Waikiki Beach Walk $ 14,874,102.00 Loan Agreement, dated as of June 29, 2010, between Bank of America, N.A. and Landmark One Market The Landmark at One Market $ 23,000,000.00 Unsecured loan from ICW Valencia, L.P. to certain holders of interests in ICW Plaza, X.X. Xxxxxxxx Corporate Center $ 418,770.00 * Loan not issued pursuant to a formal promissory note. Unsecured loan from American Assets, Inc. to Pacific Oceanside Holdings, L.P.* $ 3,099,218 Unsecured loan from American Assets, Inc. to Kearny Mesa Business Center, L.P.* $ 854,229 Promissory Note issued December 31, 2004 by American Assets, Inc. to Del Monte Center Holdings, LP $ 1,785,680 Unsecured loan from American Assets, Inc. to Del Monte San Xxxx Holdings, LLC* $ 1,854,631 Unsecured loan from American Assets, Inc. to Beach Walk Holdings, L.P.* $ 2,861,766 Promissory Note issued December 31, 2004 by American Assets, Inc. to Solana Beach Towne Centre Investments, L.P. $ 2,102,154 Promissory Note issued January 31, 2007 by American Assets, Inc. to ICW Plaza, L.P. $ 7,748,809 Promissory Note issued December 31, 2004 by American Assets, Inc. to Pacific Stonecrest Holdings, L.P. $ 901,116 Promissory Note issued December 31, 2004 by American Assets, Inc. to Rancho Carmel Plaza, L.P. $ 305,370 Unsecured loan from American Assets, Inc. to Pacific Stonecrest Assets, Inc.* $ 75,093 Promissory Note issued December 31, 2009 by American Assets, Inc. to Imperial Strand, L.P. $ 1,364,104 Promissory Note issued December 31, 2004 by American Assets, Inc. to Loma Palisades, G.P. $ 1,021,324 Promissory Note issued December 31, 2009 by Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended, to American Assets, Inc $ 14,144,458 Promissory Note issued December 19, 2007 by Pacific American Assets Holdings, L.P., to American Assets, Inc $ 28,934,000 Promissory Note issued December 31, 2004 by Winrad Kearny Mesa Business Center, G.P. to American Assets, Inc $ 757,906 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 1,055,458.51 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 514,693.48 * Loan not issued pursuant to a formal promissory note. Only the following Properties have an associated owner’s policy of title insurance: Solana Beach Towne Center SBTC Holdings, LLC / 30264324 Midland Loan Services Del Monte Center Del Monte – DMSJH , LLC / 991074035 Del Monte – DMCH, LLC / 991074036 Del Monte – KMBC, LLC / 991074037 Del Monte – POH, LLC / 991073858 Berkadia Commercial Mortgage Waikele Center Borrowers Waikele Reserve West Holdings, LLC Waikele 101 Sorrento, LLC Waikele 225 Sorrento, LLC Waikele 101 Stonecrest, LLC Waikele 225 Stonecrest, LLC Loan Numbers 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000 Xxxxx Fargo Commercial Mortgage Services Solana Beach Corporate Center I & II SBCC Holdings, LLC / 30264325 Midland Loan Services Solana Beach Corporate Center III & IV SB Corporate Centre III-IV, LLC / 991068648 Berkadia Commercial Mortgage 000 Xxxx Xxxxxx Borrowers King Street Holdings, XX Xxxx Desert Hillside, LLC King Desert Oceanside, LLC Loan Number 330063200 Xxxxx Financial The Landmark at One Market Landmark FireHill Holdings, LP / 70-0400471 Landmark Ventures Holdings, LLC / 70-0400470 Xxxxx Fargo Commercial Mortgage Services Waikiki Beach Walk – Hotel Borrowers EBW Hotel LLC Bank of HawaiiLessee (indirect Subsidiary) Rancho Carmel Plaza, First Hawaiian Bank, Central Waikele Venture Holdings, LLC Broadway 225 Sorrento Holdings, LLC Broadway 225 Stonecrest Holdings, LLC Loan Number 00050082287 Pacific Bank & American Savings Banka California limited partnership 100
Appears in 1 contract
Intercompany Debt. In this example, all of the facts described in the Base Case above are the same, except that between the owners of Shopping Center 3, Company E has an Intercompany Debt obligation in the amount of $25 to Company F. Prior to the application of the adjustments contained in the definition of Allocated Share, the Allocated Shares of the Owners of Shopping Center 3 would be as follows: Allocated Share (unadjusted): 50 = 100 x 50% 50 = 100 x 50% To account for Intercompany Debt, the definition of “Allocated Share” provides an adjustment to (i) reduce the Allocated Share that would otherwise be payable to Company E by an amount equal to its indebtedness to Company F and (ii) increase the Allocated Share that would otherwise be payable to Company F by an amount equal to Company E’s indebtedness to Company F, with the following outcome: Allocated Share (adjusted): 25 = 100 x 50% - 25 75 = 100 x 50% + 25 As a result of this adjustment to the Allocated Shares of Company E and Company F, the Intercompany Debt obligations between these entities have now been resolved. Alamo Quarry Market 10.1916 % Carmel Country Plaza 4.8359 % Carmel Mountain Plaza 7.1580 % Xxxxx Xxx Xxxxxxxxxxx 0.0000 % Lomas Santa Fe Plaza 6.5271 % Rancho Carmel Plaza 0.4388 % Solana Beach Towne Centre 5.6143 % The Shops at Kalakaua 0.2883 % Del Monte Center 5.7928 % Waikele Center 9.0461 % Waikiki Beach Walk Waikiki Beach Walk Retail 0.6668 % Embassy Suites at Waikiki Beach Walk 6.3419 % ICW Valencia/Valencia Corporate Center 1.7184 % Torrey Reserve ICW Plaza 2.0728 % Torrey Reserve North Court I & II 4.1456 % Torrey Reserve South Court I & II 4.7826 % Torrey Daycare 0.2370 % Xxxxxx XX I-III 1.2492 % Existing Common Area – Future Development Parcel 0.3981 % Solana Beach Corporate Centre Solana Beach Corporate Centre – I & II 2.2375 % Solana Beach Corporate Centre – III & IV 0.3116 % Solana Beach Towne Centres Investments (Vacant Land) 0.0686 % 000 Xxxx Xxxxxx 2.4814 % The Landmark at One Market 5.5594 % Fireman’s Fund Headquarters 9.6718 % Imperial Beach Gardens 0.6589 % Loma Palisades 2.5884 % Mariner’s Point 0.2745 % Xxxxx Xx Xxxx XX Xxxxxx 0.0000 % Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) 0.1235 % Sorrento Pointe 0.2471 % Management Company (American Assets Trust Management, LLC) 3.5690 % Total 100.0000 % Alamo Quarry Market $ 98,954,256 Carmel Country Plaza $ 10,271,191 Carmel Mountain Plaza $ 63,554,812 South Bay Marketplace $ 23,000,000 Lomas Santa Fe Plaza $ 19,850,458 Rancho Carmel Plaza $ 8,103,021 Solana Beach Towne Centre $ 40,000,000 The Shops at Kalakaua $ 19,000,000 Del Monte Center $ 82,300,000 Waikele Center $ 140,700,000 Waikiki Beach Walk Waikiki Beach Walk Retail $ 145,742,438 Embassy Suites at Waikiki Beach Walk $ 53,000,000 ICW Valencia/Valencia Corporate Center $ 23,581,507 Torrey Reserve ICW Plaza $ 43,000,000 Torrey Reserve North Court I & II $ 22,299,822 Torrey Reserve South Court I & II $ 13,059,008 Torrey Daycare $ 1,673,363 Xxxxxx XX I-III $ 7,500,000 Existing Common Area – Future Development Parcel $ 0 Xxxxxx Xxxxx Xxxxxxxxx Xxxxxx Xxxxxx Xxxxx Corporate Centre – I & II $ 12,000,000 Solana Beach Corporate Centre – III & IV $ 37,330,000 Solana Beach Towne Centres Investments (Vacant Land) $ 0 000 Xxxx Xxxxxx $ 42,223,428 The Landmark at One Market $ 133,000,000 Fireman’s Fund Headquarters $ 176,542,099 Imperial Beach Gardens $ 20,000,000 Loma Palisades $ 73,744,000 Mariner’s Point $ 7,700,000 Santa Fe Park RV Resort $ 1,878,876 Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) $ 0 Xxxxxxxx Xxxxxx $ 0 Management Company (American Assets Trust Management, LLC) $ 0 Total $ 1,320,008,279 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to DHM Trust Del Monte Center $ 117,273.17 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,231,368.26 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxxx X. Xxxxxx, Trustee of Non-Exempt Trust C under the Xxxxxxx and Xxxxxxx Xxxxxx Trust, dated July 31, 1981 Del Monte Center $ 527,729.26 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 377,577.46 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to American Assets, Inc. Del Monte Center $ 357,464.50 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxx Xxxxxxx Del Monte Center $ 34,325.00 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Parma Family Trust Del Monte Center $ 36,886.08 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,288,289.73 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Arsobro, LP Del Monte Center $ 158,971.11 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Del Xxxxx, LLC Del Monte Center $ 238,540.95 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx X. Xxxxxxx Del Monte Center $ 9,534.62 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Solomon Family Partnership Del Monte Center $ 23,828.31 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust 2 Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 309,768.37 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to Arsobro, LP Del Monte Center $ 116,391.99 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to American Assets, Inc. Del Monte Center $ 74,233.18 Second Amended and Restated Promissory Note A Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Sorrento Mesa Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 6,498,716.00 Second Amended and Restated Promissory Note B Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Stonecrest Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 3,983,084.00 Unsecured loan from ESW LLC to the Embassy Suites at Waikiki Beach Walk* Embassy Suites at Waikiki Beach Walk $ 14,874,102.00 Loan Agreement, dated as of June 29, 2010, between Bank of America, N.A. and Landmark One Market The Landmark at One Market $ 23,000,000.00 Unsecured loan from ICW Valencia, L.P. to certain holders of interests in ICW Plaza, X.X. Xxxxxxxx Corporate Center $ 418,770.00 * Loan not issued pursuant to a formal promissory note. Unsecured loan from American Assets, Inc. to Pacific Oceanside Holdings, L.P.* $ 3,099,218 Unsecured loan from American Assets, Inc. to Kearny Mesa Business Center, L.P.* $ 854,229 Promissory Note issued December 31, 2004 by American Assets, Inc. to Del Monte Center Holdings, LP $ 1,785,680 Unsecured loan from American Assets, Inc. to Del Monte San Xxxx Holdings, LLC* $ 1,854,631 Unsecured loan from American Assets, Inc. to Beach Walk Holdings, L.P.* $ 2,861,766 Promissory Note issued December 31, 2004 by American Assets, Inc. to Solana Beach Towne Centre Investments, L.P. $ 2,102,154 Promissory Note issued January 31, 2007 by American Assets, Inc. to ICW Plaza, L.P. $ 7,748,809 Promissory Note issued December 31, 2004 by American Assets, Inc. to Pacific Stonecrest Holdings, L.P. $ 901,116 Promissory Note issued December 31, 2004 by American Assets, Inc. to Rancho Carmel Plaza, L.P. $ 305,370 Unsecured loan from American Assets, Inc. to Pacific Stonecrest Assets, Inc.* $ 75,093 Promissory Note issued December 31, 2009 by American Assets, Inc. to Imperial Strand, L.P. $ 1,364,104 Promissory Note issued December 31, 2004 by American Assets, Inc. to Loma Palisades, G.P. $ 1,021,324 Promissory Note issued December 31, 2009 by Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended, to American Assets, Inc $ 14,144,458 Promissory Note issued December 19, 2007 by Pacific American Assets Holdings, L.P., to American Assets, Inc $ 28,934,000 Promissory Note issued December 31, 2004 by Winrad Kearny Mesa Business Center, G.P. to American Assets, Inc $ 757,906 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 1,055,458.51 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 514,693.48 * Loan not issued pursuant to a formal promissory note. Only the following Properties have an associated owner’s policy of title insurance: Solana Beach Towne Center SBTC Holdings, LLC / 30264324 Midland Loan Services Del Monte Center Del Monte – DMSJH , LLC / 991074035 Del Monte – DMCH, LLC / 991074036 Del Monte – KMBC, LLC / 991074037 Del Monte – POH, LLC / 991073858 Berkadia Commercial Mortgage Waikele Center Borrowers Waikele Reserve West Holdings, LLC Waikele 101 Sorrento, LLC Waikele 225 Sorrento, LLC Waikele 101 Stonecrest, LLC Waikele 225 Stonecrest, LLC Loan Numbers 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000 Xxxxx Fargo Commercial Mortgage Services Solana Beach Corporate Center I & II SBCC Holdings, LLC / 30264325 Midland Loan Services Solana Beach Corporate Center III & IV SB Corporate Centre III-IV, LLC / 991068648 Berkadia Commercial Mortgage 000 Xxxx Xxxxxx Borrowers King Street Holdings, XX Xxxx Desert Hillside, LLC King Desert Oceanside, LLC Loan Number 330063200 Xxxxx Financial The Landmark at One Market Landmark FireHill Holdings, LP / 70-0400471 Landmark Ventures Holdings, LLC / 70-0400470 Xxxxx Fargo Commercial Mortgage Services Waikiki Beach Walk – Hotel Borrowers EBW Hotel LLC Bank of Hawaii, First Hawaiian Bank, Central Waikele Venture Holdings, LLC Broadway 225 Sorrento Holdings, LLC Broadway 225 Stonecrest Holdings, LLC Loan Number 00050082287 Pacific Bank & American Savings Bank.
Appears in 1 contract
Samples: Contribution Agreement (American Assets Trust, Inc.)
Intercompany Debt. In this example, all of the facts described in the Base Case above are the same, except that between the owners of Shopping Center 3, Company E has an Intercompany Debt obligation in the amount of $25 to Company F. Prior to the application of the adjustments contained in the definition of Allocated Share, the Allocated Shares of the Owners of Shopping Center 3 would be as follows: Allocated Share (unadjusted): 50 = 100 x 50% 50 = 100 x 50% To account for Intercompany Debt, the definition of “Allocated Share” provides an adjustment to (i) reduce the Allocated Share that would otherwise be payable to Company E by an amount equal to its indebtedness to Company F and (ii) increase the Allocated Share that would otherwise be payable to Company F by an amount equal to Company E’s indebtedness to Company F, with the following outcome: Allocated Share (adjusted): 25 = 100 x 50% - 25 75 = 100 x 50% + 25 As a result of this adjustment to the Allocated Shares of Company E and Company F, the Intercompany Debt obligations between these entities have now been resolved. Alamo Quarry Market 10.1916 % Carmel Country Plaza 4.8359 % Carmel Mountain Plaza 7.1580 % Xxxxx Xxx Xxxxxxxxxxx 0.0000 % Lomas Santa Fe Plaza 6.5271 % Rancho Carmel Plaza 0.4388 % Solana Beach Towne Centre 5.6143 % The Shops at Kalakaua 0.2883 % Del Monte Center 5.7928 % Waikele Center 9.0461 % Waikiki Beach Walk Waikiki Beach Walk Retail 0.6668 % Embassy Suites at Waikiki Beach Walk 6.3419 % ICW Valencia/Valencia Corporate Center 1.7184 % Torrey Reserve ICW Plaza 2.0728 % Torrey Reserve North Court I & II 4.1456 % Torrey Reserve South Court I & II 4.7826 % Torrey Daycare 0.2370 % Xxxxxx XX I-III 1.2492 % Existing Common Area – Future Development Parcel 0.3981 % Solana Beach Corporate Centre Solana Beach Corporate Centre – I & II 2.2375 % Solana Beach Corporate Centre – III & IV 0.3116 % Solana Beach Towne Centres Investments (Vacant Land) 0.0686 % 000 Xxxx Xxxxxx 2.4814 % The Landmark at One Market 5.5594 % Fireman’s Fund Headquarters 9.6718 % Imperial Beach Gardens 0.6589 % Loma Palisades 2.5884 % Mariner’s Point 0.2745 % Xxxxx Xx Xxxx XX Xxxxxx 0.0000 % Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) 0.1235 % Sorrento Pointe 0.2471 % Management Company (American Assets Trust Management, LLC) 3.5690 % Total 100.0000 % Alamo Quarry Market $ 98,954,256 Carmel Country Plaza $ 10,271,191 Carmel Mountain Plaza $ 63,554,812 South Bay Marketplace $ 23,000,000 Lomas Santa Fe Plaza $ 19,850,458 Rancho Carmel Plaza $ 8,103,021 Solana Beach Towne Centre $ 40,000,000 The Shops at Kalakaua $ 19,000,000 Del Monte Center $ 82,300,000 Waikele Center $ 140,700,000 Waikiki Beach Walk Waikiki Beach Walk Retail $ 145,742,438 Embassy Suites at Waikiki Beach Walk $ 53,000,000 ICW Valencia/Valencia Corporate Center $ 23,581,507 Torrey Reserve ICW Plaza $ 43,000,000 Torrey Reserve North Court I & II $ 22,299,822 Torrey Reserve South Court I & II $ 13,059,008 Torrey Daycare $ 1,673,363 Xxxxxx XX I-III $ 7,500,000 Existing Common Area – Future Development Parcel $ 0 Xxxxxx Xxxxx Xxxxxxxxx Xxxxxx Xxxxxx Xxxxx Corporate Centre – I & II $ 12,000,000 Solana Beach Corporate Centre – III & IV $ 37,330,000 Solana Beach Towne Centres Investments (Vacant Land) $ 0 000 Xxxx Xxxxxx $ 42,223,428 The Landmark at One Market $ 133,000,000 Fireman’s Fund Headquarters $ 176,542,099 Imperial Beach Gardens $ 20,000,000 Loma Palisades $ 73,744,000 Mariner’s Point $ 7,700,000 Santa Fe Park RV Resort $ 1,878,876 Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) $ 0 Xxxxxxxx Xxxxxx $ 0 Management Company (American Assets Trust Management, LLC) $ 0 Total $ 1,320,008,279 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to DHM Trust Del Monte Center $ 117,273.17 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,231,368.26 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxxx X. Xxxxxx, Trustee of Non-Exempt Trust C under the Xxxxxxx and Xxxxxxx Xxxxxx Trust, dated July 31, 1981 Del Monte Center $ 527,729.26 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 377,577.46 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to American Assets, Inc. Del Monte Center $ 357,464.50 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxx Xxxxxxx Del Monte Center $ 34,325.00 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Parma Family Trust Del Monte Center $ 36,886.08 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,288,289.73 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Arsobro, LP Del Monte Center $ 158,971.11 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Del Xxxxx, LLC Del Monte Center $ 238,540.95 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx X. Xxxxxxx Del Monte Center $ 9,534.62 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Solomon Family Partnership Del Monte Center $ 23,828.31 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust 2 Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 309,768.37 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to Arsobro, LP Del Monte Center $ 116,391.99 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to American Assets, Inc. Del Monte Center $ 74,233.18 Second Amended and Restated Promissory Note A Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Sorrento Mesa Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 6,498,716.00 Second Amended and Restated Promissory Note B Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Stonecrest Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 3,983,084.00 Unsecured loan from ESW LLC to the Embassy Suites at Waikiki Beach Walk* Embassy Suites at Waikiki Beach Walk $ 14,874,102.00 Loan Agreement, dated as of June 29, 2010, between Bank of America, N.A. and Landmark One Market The Landmark at One Market $ 23,000,000.00 Unsecured loan from ICW Valencia, L.P. to certain holders of interests in ICW Plaza, X.X. Xxxxxxxx Corporate Center $ 418,770.00 * Loan not issued pursuant to a formal promissory note. Unsecured loan from American Assets, Inc. to Pacific Oceanside Holdings, L.P.* $ 3,099,218 Unsecured loan from American Assets, Inc. to Kearny Mesa Business Center, L.P.* $ 854,229 Promissory Note issued December 31, 2004 by American Assets, Inc. to Del Monte Center Holdings, LP $ 1,785,680 Unsecured loan from American Assets, Inc. to Del Monte San Xxxx Holdings, LLC* $ 1,854,631 Unsecured loan from American Assets, Inc. to Beach Walk Holdings, L.P.* $ 2,861,766 Promissory Note issued December 31, 2004 by American Assets, Inc. to Solana Beach Towne Centre Investments, L.P. $ 2,102,154 Promissory Note issued January 31, 2007 by American Assets, Inc. to ICW Plaza, L.P. $ 7,748,809 Promissory Note issued December 31, 2004 by American Assets, Inc. to Pacific Stonecrest Holdings, L.P. $ 901,116 Promissory Note issued December 31, 2004 by American Assets, Inc. to Rancho Carmel Plaza, L.P. $ 305,370 Unsecured loan from American Assets, Inc. to Pacific Stonecrest Assets, Inc.* $ 75,093 Promissory Note issued December 31, 2009 by American Assets, Inc. to Imperial Strand, L.P. $ 1,364,104 Promissory Note issued December 31, 2004 by American Assets, Inc. to Loma Palisades, G.P. $ 1,021,324 Promissory Note issued December 31, 2009 by Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended, to American Assets, Inc $ 14,144,458 Promissory Note issued December 19, 2007 by Pacific American Assets Holdings, L.P., to American Assets, Inc $ 28,934,000 Promissory Note issued December 31, 2004 by Winrad Kearny Mesa Business Center, G.P. to American Assets, Inc $ 757,906 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 1,055,458.51 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 514,693.48 * Loan not issued pursuant to a formal promissory note. Only the following Properties have Property has an associated owner’s policy of title insurance: Solana Beach Towne Center SBTC Holdings, LLC / 30264324 Midland Loan Services Del Monte Center Del Monte – DMSJH , LLC / 991074035 Del Monte – DMCH, LLC / 991074036 Del Monte – KMBC, LLC / 991074037 Del Monte – POH, LLC / 991073858 Berkadia Commercial Mortgage Waikele Center Borrowers Waikele Reserve West Holdings, LLC Waikele 101 Sorrento, LLC Waikele 225 Sorrento, LLC Waikele 101 Stonecrest, LLC Waikele 225 Stonecrest, LLC Loan Numbers 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000 Xxxxx Fargo Commercial Mortgage Services Solana Beach Corporate Center I & II SBCC Holdings, LLC / 30264325 Midland Loan Services Solana Beach Corporate Center III & IV SB Corporate Centre III-IV, LLC / 991068648 Berkadia Commercial Mortgage 000 Xxxx Xxxxxx Borrowers King Street Holdings, XX Xxxx Desert Hillside, LLC King Desert Oceanside, LLC Loan Number 330063200 Xxxxx Financial The Landmark at One Market Landmark FireHill Holdings, LP / 70-0400471 Landmark Ventures Holdings, LLC / 70-0400470 Xxxxx Fargo Commercial Mortgage Services Waikiki Beach Walk – Hotel Borrowers EBW Hotel LLC Bank of Hawaii, First Hawaiian Bank, Central Waikele Venture Holdings, LLC Broadway 225 Sorrento Holdings, LLC Broadway 225 Stonecrest Holdings, LLC Loan Number 00050082287 Pacific Bank & American Savings Bank:
Appears in 1 contract
Intercompany Debt. In this example, all of the facts described in the Base Case above are the same, except that between the owners of Shopping Center 3, Company E has an Intercompany Debt obligation in the amount of $25 to Company F. Prior to the application of the adjustments contained in the definition of Allocated Share, the Allocated Shares of the Owners of Shopping Center 3 would be as follows: Allocated Share (unadjusted): 50 = 100 x 50% 50 = 100 x 50% To account for Intercompany Debt, the definition of “Allocated Share” provides an adjustment to (i) reduce the Allocated Share that would otherwise be payable to Company E by an amount equal to its indebtedness to Company F and (ii) increase the Allocated Share that would otherwise be payable to Company F by an amount equal to Company E’s indebtedness to Company F, with the following outcome: Allocated Share (adjusted): 25 = 100 x 50% - 25 75 = 100 x 50% + 25 As a result of this adjustment to the Allocated Shares of Company E and Company F, the Intercompany Debt obligations between these entities have now been resolved. Alamo Quarry Market 10.1916 % Carmel Country Plaza 4.8359 % Carmel Mountain Plaza 7.1580 % Xxxxx Xxx Xxxxxxxxxxx 0.0000 % Lomas Santa Fe Plaza 6.5271 % Rancho Carmel Plaza 0.4388 % Solana Beach Towne Centre 5.6143 % The Shops at Kalakaua 0.2883 % Del Monte Center 5.7928 % Waikele Center 9.0461 % Waikiki Beach Walk Waikiki Beach Walk Retail 0.6668 % Embassy Suites at Waikiki Beach Walk 6.3419 % ICW Valencia/Valencia Corporate Center 1.7184 % Torrey Reserve ICW Plaza 2.0728 % Torrey Reserve North Court I & II 4.1456 % Torrey Reserve South Court I & II 4.7826 % Torrey Daycare 0.2370 % Xxxxxx XX I-III 1.2492 % Existing Common Area – Future Development Parcel 0.3981 % Solana Beach Corporate Centre Solana Beach Corporate Centre – I & II 2.2375 % Solana Beach Corporate Centre – III & IV 0.3116 % Solana Beach Towne Centres Investments (Vacant Land) 0.0686 % 000 Xxxx Xxxxxx 2.4814 % The Landmark at One Market 5.5594 % Fireman’s Fund Headquarters 9.6718 % Imperial Beach Gardens 0.6589 % Loma Palisades 2.5884 % Mariner’s Point 0.2745 % Xxxxx Xx Xxxx XX Xxxxxx 0.0000 % Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) 0.1235 % Sorrento Pointe 0.2471 % Management Company (American Assets Trust Management, LLC) 3.5690 % Total 100.0000 % Alamo Quarry Market $ 98,954,256 Carmel Country Plaza $ 10,271,191 Carmel Mountain Plaza $ 63,554,812 South Bay Marketplace $ 23,000,000 Lomas Santa Fe Plaza $ 19,850,458 Rancho Carmel Plaza $ 8,103,021 Solana Beach Towne Centre $ 40,000,000 The Shops at Kalakaua $ 19,000,000 Del Monte Center $ 82,300,000 Waikele Center $ 140,700,000 Waikiki Beach Walk Waikiki Beach Walk Retail $ 145,742,438 Embassy Suites at Waikiki Beach Walk $ 53,000,000 ICW Valencia/Valencia Corporate Center $ 23,581,507 Torrey Reserve ICW Plaza $ 43,000,000 Torrey Reserve North Court I & II $ 22,299,822 Torrey Reserve South Court I & II $ 13,059,008 Torrey Daycare $ 1,673,363 Xxxxxx XX I-III $ 7,500,000 Existing Common Area – Future Development Parcel $ 0 Xxxxxx Xxxxx Xxxxxxxxx Xxxxxx Xxxxxx Xxxxx Corporate Centre – I & II $ 12,000,000 Solana Beach Corporate Centre – III & IV $ 37,330,000 Solana Beach Towne Centres Investments (Vacant Land) $ 0 000 Xxxx Xxxxxx $ 42,223,428 The Landmark at One Market $ 133,000,000 Fireman’s Fund Headquarters $ 176,542,099 Imperial Beach Gardens $ 20,000,000 Loma Palisades $ 73,744,000 Mariner’s Point $ 7,700,000 Santa Fe Park RV Resort $ 1,878,876 Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) $ 0 Xxxxxxxx Xxxxxx $ 0 Management Company (American Assets Trust Management, LLC) $ 0 Total $ 1,320,008,279 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to DHM Trust Del Monte Center $ 117,273.17 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,231,368.26 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxxx X. Xxxxxx, Trustee of Non-Exempt Trust C under the Xxxxxxx and Xxxxxxx Xxxxxx Trust, dated July 31, 1981 Del Monte Center $ 527,729.26 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 377,577.46 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to American Assets, Inc. Del Monte Center $ 357,464.50 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxx Xxxxxxx Del Monte Center $ 34,325.00 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Parma Family Trust Del Monte Center $ 36,886.08 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,288,289.73 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Arsobro, LP Del Monte Center $ 158,971.11 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Del Xxxxx, LLC Del Monte Center $ 238,540.95 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx X. Xxxxxxx Del Monte Center $ 9,534.62 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Solomon Family Partnership Del Monte Center $ 23,828.31 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust 2 Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 309,768.37 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to Arsobro, LP Del Monte Center $ 116,391.99 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to American Assets, Inc. Del Monte Center $ 74,233.18 Second Amended and Restated Promissory Note A Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Sorrento Mesa Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 6,498,716.00 Second Amended and Restated Promissory Note B Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Stonecrest Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 3,983,084.00 Unsecured loan from ESW LLC to the Embassy Suites at Waikiki Beach Walk* Embassy Suites at Waikiki Beach Walk $ 14,874,102.00 Loan Agreement, dated as of June 29, 2010, between Bank of America, N.A. and Landmark One Market The Landmark at One Market $ 23,000,000.00 Unsecured loan from ICW Valencia, L.P. to certain holders of interests in ICW Plaza, X.X. Xxxxxxxx Corporate Center $ 418,770.00 * Loan not issued pursuant to a formal promissory note. Unsecured loan from American Assets, Inc. to Pacific Oceanside Holdings, L.P.* $ 3,099,218 Unsecured loan from American Assets, Inc. to Kearny Mesa Business Center, L.P.* $ 854,229 Promissory Note issued December 31, 2004 by American Assets, Inc. to Del Monte Center Holdings, LP $ 1,785,680 Unsecured loan from American Assets, Inc. to Del Monte San Xxxx Holdings, LLC* $ 1,854,631 Unsecured loan from American Assets, Inc. to Beach Walk Holdings, L.P.* $ 2,861,766 Promissory Note issued December 31, 2004 by American Assets, Inc. to Solana Beach Towne Centre Investments, L.P. $ 2,102,154 Promissory Note issued January 31, 2007 by American Assets, Inc. to ICW Plaza, L.P. $ 7,748,809 Promissory Note issued December 31, 2004 by American Assets, Inc. to Pacific Stonecrest Holdings, L.P. $ 901,116 Promissory Note issued December 31, 2004 by American Assets, Inc. to Rancho Carmel Plaza, L.P. $ 305,370 Unsecured loan from American Assets, Inc. to Pacific Stonecrest Assets, Inc.* $ 75,093 Promissory Note issued December 31, 2009 by American Assets, Inc. to Imperial Strand, L.P. $ 1,364,104 Promissory Note issued December 31, 2004 by American Assets, Inc. to Loma Palisades, G.P. $ 1,021,324 Promissory Note issued December 31, 2009 by Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended, to American Assets, Inc $ 14,144,458 Promissory Note issued December 19, 2007 by Pacific American Assets Holdings, L.P., to American Assets, Inc $ 28,934,000 Promissory Note issued December 31, 2004 by Winrad Kearny Mesa Business Center, G.P. to American Assets, Inc $ 757,906 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 1,055,458.51 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 514,693.48 * Loan not issued pursuant to a formal promissory note. Only the following Properties have an associated owner’s policy of title insurance: Solana Beach Towne Center SBTC Holdings, LLC / 30264324 Midland Loan Services Del Monte Center Del Monte – DMSJH , LLC / 991074035 Del Monte – DMCH, LLC / 991074036 Del Monte – KMBC, LLC / 991074037 Del Monte – POH, LLC / 991073858 Berkadia Commercial Mortgage Waikele Center Borrowers Waikele Reserve West Holdings, LLC Waikele 101 Sorrento, LLC Waikele 225 Sorrento, LLC Waikele 101 Stonecrest, LLC Waikele 225 Stonecrest, LLC Loan Numbers 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000 Xxxxx Fargo Commercial Mortgage Services Solana Beach Corporate Center I & II SBCC Holdings, LLC / 30264325 Midland Loan Services Solana Beach Corporate Center III & IV SB Corporate Centre III-IV, LLC / 991068648 Berkadia Commercial Mortgage 000 Xxxx Xxxxxx Borrowers King Street Holdings, XX Xxxx Desert Hillside, LLC King Desert Oceanside, LLC Loan Number 330063200 Xxxxx Financial The Landmark at One Market Landmark FireHill Holdings, LP / 70-0400471 Landmark Ventures Holdings, LLC / 70-0400470 Xxxxx Fargo Commercial Mortgage Services Waikiki Beach Walk – Hotel Borrowers EBW Hotel LLC Bank of Hawaii, First Hawaiian Bank, Central Waikele Venture Holdings, LLC Broadway 225 Sorrento Holdings, LLC Broadway 225 Stonecrest Holdings, LLC Loan Number 00050082287 Pacific Bank & American Savings Bank.
Appears in 1 contract
Intercompany Debt. In this example, all of the facts described in the Base Case above are the same, except that between the owners of Shopping Center 3, Company E has an Intercompany Debt obligation in the amount of $25 to Company F. Prior to the application of the adjustments contained in the definition of Allocated Share, the Allocated Shares of the Owners of Shopping Center 3 would be as follows: Allocated Share (unadjusted): 50 = 100 x 50% 50 = 100 x 50% To account for Intercompany Debt, the definition of “Allocated Share” provides an adjustment to (i) reduce the Allocated Share that would otherwise be payable to Company E by an amount equal to its indebtedness to Company F and (ii) increase the Allocated Share that would otherwise be payable to Company F by an amount equal to Company E’s indebtedness to Company F, with the following outcome: Allocated Share (adjusted): 25 = 100 x 50% - 25 75 = 100 x 50% + 25 As a result of this adjustment to the Allocated Shares of Company E and Company F, the Intercompany Debt obligations between these entities have now been resolved. Alamo Quarry Market 10.1916 % Carmel Country Plaza 4.8359 % Carmel Mountain Plaza 7.1580 % Xxxxx Xxx Xxxxxxxxxxx 0.0000 % Lomas Santa Fe Plaza 6.5271 % Rancho Carmel Plaza 0.4388 % Solana Beach Towne Centre 5.6143 % The Shops at Kalakaua 0.2883 % Del Monte Center 5.7928 % Waikele Center 9.0461 % Waikiki Beach Walk Waikiki Beach Walk Retail 0.6668 % Embassy Suites at Waikiki Beach Walk 6.3419 % ICW Valencia/Valencia Corporate Center 1.7184 % Torrey Reserve ICW Plaza 2.0728 % Torrey Reserve North Court I & II 4.1456 % Torrey Reserve South Court I & II 4.7826 % Torrey Daycare 0.2370 % Xxxxxx XX I-III 1.2492 % Existing Common Area – Future Development Parcel 0.3981 % Solana Beach Corporate Centre Solana Beach Corporate Centre – I & II 2.2375 % Solana Beach Corporate Centre – III & IV 0.3116 % Solana Beach Towne Centres Investments (Vacant Land) 0.0686 % 000 Xxxx Xxxxxx 2.4814 % The Landmark at One Market 5.5594 % Fireman’s Fund Headquarters 9.6718 % Imperial Beach Gardens 0.6589 % Loma Palisades 2.5884 % Mariner’s Point 0.2745 % Xxxxx Xx Xxxx XX Xxxxxx 0.0000 % Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) 0.1235 % Sorrento Pointe 0.2471 % Management Company (American Assets Trust Management, LLC) 3.5690 % Total 100.0000 % Alamo Quarry Market $ 98,954,256 Carmel Country Plaza $ 10,271,191 Carmel Mountain Plaza $ 63,554,812 South Bay Marketplace $ 23,000,000 Lomas Santa Fe Plaza $ 19,850,458 Rancho Carmel Plaza $ 8,103,021 Solana Beach Towne Centre $ 40,000,000 The Shops at Kalakaua $ 19,000,000 Del Monte Center $ 82,300,000 Waikele Center $ 140,700,000 Waikiki Beach Walk Waikiki Beach Walk Retail $ 145,742,438 Embassy Suites at Waikiki Beach Walk $ 53,000,000 ICW Valencia/Valencia Corporate Center $ 23,581,507 Torrey Reserve ICW Plaza $ 43,000,000 Torrey Reserve North Court I & II $ 22,299,822 Torrey Reserve South Court I & II $ 13,059,008 Torrey Daycare $ 1,673,363 Xxxxxx XX I-III $ 7,500,000 Existing Common Area – Future Development Parcel $ 0 Xxxxxx Xxxxx Xxxxxxxxx Xxxxxx Xxxxxx Xxxxx Corporate Centre – I & II $ 12,000,000 Solana Beach Corporate Centre – III & IV $ 37,330,000 Solana Beach Towne Centres Investments (Vacant Land) $ 0 000 Xxxx Xxxxxx $ 42,223,428 The Landmark at One Market $ 133,000,000 Fireman’s Fund Headquarters $ 176,542,099 Imperial Beach Gardens $ 20,000,000 Loma Palisades $ 73,744,000 Mariner’s Point $ 7,700,000 Santa Fe Park RV Resort $ 1,878,876 Land for Development Pac Sorrento Valley Holdings 1 (Vacant Land) $ 0 Xxxxxxxx Xxxxxx $ 0 Management Company (American Assets Trust Management, LLC) $ 0 Total $ 1,320,008,279 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to DHM Trust Del Monte Center $ 117,273.17 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,231,368.26 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Xxxxxxx X. Xxxxxx, Trustee of Non-Exempt Trust C under the Xxxxxxx and Xxxxxxx Xxxxxx Trust, dated July 31, 1981 Del Monte Center $ 527,729.26 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 377,577.46 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to American Assets, Inc. Del Monte Center $ 357,464.50 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Xxxx Xxxxxxx Del Monte Center $ 34,325.00 Promissory Note issued February 1, 2008 by Kearny Mesa Business Center, L.P. to Parma Family Trust Del Monte Center $ 36,886.08 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 1,288,289.73 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Arsobro, LP Del Monte Center $ 158,971.11 Promissory Note issued February 1, 2008 by Del Monte Center Holdings, LP to Xxxxxx Del Xxxxx, LLC Del Monte Center $ 238,540.95 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx X. Xxxxxxx Del Monte Center $ 9,534.62 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Solomon Family Partnership Del Monte Center $ 23,828.31 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to DHM Trust 2 Del Monte Center $ 11,913.97 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended Del Monte Center $ 309,768.37 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to Arsobro, LP Del Monte Center $ 116,391.99 Promissory Note issued February 6, 2008 by Pacific San Xxxx Holdings, L.P. to American Assets, Inc. Del Monte Center $ 74,233.18 Second Amended and Restated Promissory Note A Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Sorrento Mesa Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 6,498,716.00 Second Amended and Restated Promissory Note B Effective February 15, 2010 (Unsecured) issued March 18, 2010 by Pacific Stonecrest Holdings, L.P. to Xxxxx Fargo Bank, National Association Waikele Center $ 3,983,084.00 Unsecured loan from ESW LLC to the Embassy Suites at Waikiki Beach Walk* Embassy Suites at Waikiki Beach Walk $ 14,874,102.00 Loan Agreement, dated as of June 29, 2010, between Bank of America, N.A. and Landmark One Market The Landmark at One Market $ 23,000,000.00 Unsecured loan from ICW Valencia, L.P. to certain holders of interests in ICW Plaza, X.X. Xxxxxxxx Corporate Center $ 418,770.00 * Loan not issued pursuant to a formal promissory note. Unsecured loan from American Assets, Inc. to Pacific Oceanside Holdings, L.P.* $ 3,099,218 Unsecured loan from American Assets, Inc. to Kearny Mesa Business Center, L.P.* $ 854,229 Promissory Note issued December 31, 2004 by American Assets, Inc. to Del Monte Center Holdings, LP $ 1,785,680 Unsecured loan from American Assets, Inc. to Del Monte San Xxxx Holdings, LLC* $ 1,854,631 Unsecured loan from American Assets, Inc. to Beach Walk Holdings, L.P.* $ 2,861,766 Promissory Note issued December 31, 2004 by American Assets, Inc. to Solana Beach Towne Centre Investments, L.P. $ 2,102,154 Promissory Note issued January 31, 2007 by American Assets, Inc. to ICW Plaza, L.P. $ 7,748,809 Promissory Note issued December 31, 2004 by American Assets, Inc. to Pacific Stonecrest Holdings, L.P. $ 901,116 Promissory Note issued December 31, 2004 by American Assets, Inc. to Rancho Carmel Plaza, L.P. $ 305,370 Unsecured loan from American Assets, Inc. to Pacific Stonecrest Assets, Inc.* $ 75,093 Promissory Note issued December 31, 2009 by American Assets, Inc. to Imperial Strand, L.P. $ 1,364,104 Promissory Note issued December 31, 2004 by American Assets, Inc. to Loma Palisades, G.P. $ 1,021,324 Promissory Note issued December 31, 2009 by Xxxxxx Xxxx Trust U/D/T March 10, 1983, as amended, to American Assets, Inc $ 14,144,458 Promissory Note issued December 19, 2007 by Pacific American Assets Holdings, L.P., to American Assets, Inc $ 28,934,000 Promissory Note issued December 31, 2004 by Winrad Kearny Mesa Business Center, G.P. to American Assets, Inc $ 757,906 Promissory Note issued February 1, 2008 by Pacific Oceanside Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 1,055,458.51 Promissory Note issued February 1, 2008 by Pacific San Xxxx Holdings, L.P. to Pacific American Assets Holdings, L.P. $ 514,693.48 * Loan not issued pursuant to a formal promissory note. Only the following Properties have an associated owner’s policy of title insurance: Solana Beach Towne Center SBTC Holdings, LLC / 30264324 Midland Loan Services Del Monte Center Del Monte – DMSJH , LLC / 991074035 Del Monte – DMCH, LLC / 991074036 Del Monte – KMBC, LLC / 991074037 Del Monte – POH, LLC / 991073858 Berkadia Commercial Mortgage Waikele Center Borrowers Waikele Reserve West Holdings, LLC Waikele 101 Sorrento, LLC Waikele 225 Sorrento, LLC Waikele 101 Stonecrest, LLC Waikele 225 Stonecrest, LLC Loan Numbers 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000, 00-0000000 Xxxxx Fargo Commercial Mortgage Services Solana Beach Corporate Center I & II SBCC Holdings, LLC / 30264325 Midland Loan Services Solana Beach Corporate Center III & IV SB Corporate Centre III-IV, LLC / 991068648 Berkadia Commercial Mortgage 000 Xxxx Xxxxxx Borrowers King Street Holdings, XX Xxxx Desert Hillside, LLC King Desert Oceanside, LLC Loan Number 330063200 Xxxxx Financial The Landmark at One Market Landmark FireHill Holdings, LP / 70-0400471 Landmark Ventures Holdings, LLC / 70-0400470 Xxxxx Fargo Commercial Mortgage Services Waikiki Beach Walk – Hotel Borrowers EBW Hotel LLC Bank of Hawaii, First Hawaiian Bank, Central Waikele Venture Holdings, LLC Broadway 225 Sorrento Holdings, LLC Broadway 225 Stonecrest Holdings, LLC Loan Number 00050082287 Pacific Bank & American Savings BankNone. None.
Appears in 1 contract
Samples: Contribution Agreement (American Assets Trust, Inc.)
