STORAGE USA, INC. 175 TOYOTA PLAZA, SUITE 700 MEMPHIS, TENNESSEE 38103 October 7, 2001 Security Capital Group Incorporated 125 Lincoln Avenue Santa Fe, New Mexico 87501 Re: Extension of Standstill Modification to October 31, 2001 Ladies and Gentlemen:...Susa Partnership Lp • October 9th, 2001 • Real estate investment trusts
April 25, 2002Letter Agreement • May 15th, 2002 • Susa Partnership Lp • Real estate investment trusts
FIRST AMENDMENT TOSeverance Agreement • November 14th, 2001 • Susa Partnership Lp • Real estate investment trusts
U.S. $50,000,000 CREDIT AGREEMENT, April 25, 2002 betweenCredit Agreement • May 15th, 2002 • Susa Partnership Lp • Real estate investment trusts
AGREEMENTSLoan Agreement • October 23rd, 2001 • Susa Partnership Lp • Real estate investment trusts • Tennessee
Underwriting Agreement May 29, 1997 Goldman, Sachs & Co., 85 Broad Street, New York, New York 10004. Ladies and Gentlemen: From time to time SUSA Partnership, L.P., a Tennessee limited partnership (the "Company"), proposes to enter into one or more...Susa Partnership Lp • May 30th, 1997 • Real estate investment trusts • New York
Underwriting Agreement November 4, 1996 Goldman, Sachs & Co., First Chicago Capital Markets, Inc. J.P. Morgan Securities Inc. c/o Goldman, Sachs & Co., 85 Broad Street, New York, New York 10004. Ladies and Gentlemen: From time to time SUSA...Susa Partnership Lp • November 7th, 1996 • Real estate investment trusts • New York
WITNESSETH:Employment Agreement • May 15th, 2000 • Susa Partnership Lp • Real estate investment trusts • Tennessee
THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF CEDE & CO. AS NOMINEE FOR THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"). UNLESS THIS SECURITY IS PRESENTED...Susa Partnership Lp • December 8th, 1997 • Real estate investment trusts
Exhibit 1.2 Pricing Agreement Goldman, Sachs & Co., First Chicago Capital Markets J.P. Morgan Securities Inc. As Representatives of the several Underwriters named in Schedule I hereto, c/o Goldman, Sachs & Co., 85 Broad Street, New York, New York 10004.Susa Partnership Lp • November 7th, 1996 • Real estate investment trusts
July 7, 2000 Mr. Dean Jernigan Chairman, President and Chief Executive Officer Storage USA, Inc. 165 Madison Avenue, Suite 1300 Memphis, Tennessee 38103 Dear Dean: Reference is made to the Strategic Alliance Agreement, dated as of March 19, 1996, by...Susa Partnership Lp • November 14th, 2000 • Real estate investment trusts
RECITALSSusa Partnership Lp • November 20th, 1998 • Real estate investment trusts
EXHIBIT 10.4 STORAGE USA, INC. INDEMNIFICATION AGREEMENT This Agreement made and entered into this first day of August, 2001 (the "Agreement"), by and between Storage USA, Inc., a Tennessee corporation (the "Company," which term shall include, where...Indemnification Agreement • November 14th, 2001 • Susa Partnership Lp • Real estate investment trusts • Tennessee
RECITALStrategic Alliance Agreement • March 31st, 1999 • Susa Partnership Lp • Real estate investment trusts
WITNESSETH:Severance Agreement • November 15th, 1999 • Susa Partnership Lp • Real estate investment trusts • Tennessee
FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF STORAGE PORTFOLIO I LLCLimited Liability Company Agreement • August 16th, 1999 • Susa Partnership Lp • Real estate investment trusts
THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF CEDE & CO. AS NOMINEE FOR THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"). UNLESS THIS SECURITY IS PRESENTED...Susa Partnership Lp • July 10th, 1998 • Real estate investment trusts
WITNESSETH:Form of Severance Agreement • November 15th, 1999 • Susa Partnership Lp • Real estate investment trusts • Tennessee
WITNESSETH:Employment Agreement • March 30th, 2001 • Susa Partnership Lp • Real estate investment trusts • Tennessee
EXHIBIT 10.2 GUARANTY AGREEMENT FOR VALUE RECEIVED, and in consideration of credit given or to be given, advances made or to be made, or other financial accommodation from time to time afforded or to be afforded to SUSA PARTNERSHIP, L.P., a Tennessee...Guaranty Agreement • October 23rd, 2001 • Susa Partnership Lp • Real estate investment trusts • Tennessee
TOIndenture • November 7th, 1996 • Susa Partnership Lp • Real estate investment trusts • New York
EXHIBIT 10.3 STORAGE USA, INC. EXECUTIVE OFFICER INDEMNIFICATION AGREEMENT This Agreement made and entered effective August 1, 2001 (the "Agreement"), by and between Storage USA, Inc., a Tennessee corporation (the "Company," which term shall include,...Officer Indemnification Agreement • November 14th, 2001 • Susa Partnership Lp • Real estate investment trusts • Tennessee
Exhibit 4.2 This Security Is a Global Security Within the Meaning of the Indenture Hereinafter Referred to and Is Registered in the Name of Cede & Co as Nominee for the Depository Trust Company, a New York Corporation ("DTC"). Unless this Security Is...Susa Partnership Lp • November 7th, 1996 • Real estate investment trusts
WITNESSETH:Employment Agreement • May 15th, 2001 • Susa Partnership Lp • Real estate investment trusts • Tennessee
STORAGE USA, INC. 175 TOYOTA PLAZA, SUITE 700 MEMPHIS, TENNESSEE 38103Susa Partnership Lp • November 1st, 2001 • Real estate investment trusts
Reference is made to that certain Letter Agreement (the "September Letter") dated as of September 7, 2001 by and among Storage USA, Inc., a Tennessee corporation (the "Company"), SUSA Partnership, L.P., a Tennessee limited partnership (the "Operating Partnership"), Storage USA Trust, a Maryland real estate investment trust and a wholly owned subsidiary of the Company (the "Trust") and Security Capital Group Incorporated (both as to itself and as successor to all the rights of USREALTY and Buyer under the Strategic Alliance Agreement, "Security Capital") and to that certain Letter Agreement (the "October Letter" and together with the September Letter, the "Previous Letters") dated as of October 7, 2001 by among the parties hereto. Terms used herein but not defined shall have the meanings given to them in the September Letter.
Pricing AgreementSusa Partnership Lp • December 8th, 1997 • Real estate investment trusts
STORAGE USA, INC. 175 TOYOTA PLAZA, SUITE 700 MEMPHIS, TENNESSEE 38103Susa Partnership Lp • November 23rd, 2001 • Real estate investment trusts
Reference is made to that certain Letter Agreement (the "September Letter") dated as of September 7, 2001 by and among Storage USA, Inc., a Tennessee corporation (the "Company"), SUSA Partnership, L.P., a Tennessee limited partnership (the "Operating Partnership"), Storage USA Trust, a Maryland real estate investment trust and a wholly owned subsidiary of the Company (the "Trust") and Security Capital Group Incorporated (both as to itself and as successor to all the rights of USREALTY and Buyer under the Strategic Alliance Agreement, "Security Capital"), and to those certain Letter Agreements dated as of October 7, 2001 and October 31, 2001 (the "October Letters", and together with the September Letter, collectively, the "Previous Letters") by and among the parties hereto. Terms used herein but not defined shall have the meanings given to them in the September Letter.
RESTRICTED STOCK AWARD THIS AGREEMENT is entered into as of the day of , 1999 (the "Award Date"), by and between STORAGE USA, INC.(the "Company") and (the "Recipient"). WHEREAS, the 1993 Omnibus Stock Plan (the "Plan") is intended to secure for the...Restricted Stock Award • March 31st, 1999 • Susa Partnership Lp • Real estate investment trusts • Tennessee
Storage USA, Inc. 175 Toyota Plaza, Suite 700 Memphis, Tennessee 38103Susa Partnership Lp • September 10th, 2001 • Real estate investment trusts
