Actions Section 10(a)(vi) Additional Rent Section 7(b)(x) Agreement Preamble AP-1290 Section 4(h) AP-1290 Obligations Section 4(h) Apportionment Date Section 7(a) AREIF Section 4(h) Assumed Obligations Section 7(j) Base Rents Section 7(b)(i) Broker...Purchase Agreement • August 14th, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts • New York
RECITALS:Voting Agreement • June 3rd, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts • Maryland
LOAN AGREEMENTLoan Agreement • March 30th, 2000 • Metropolis Realty Trust Inc • Real estate investment trusts • New York
INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENT (the "Agreement") between Metropolis Realty Trust, Inc., a Maryland corporation (the "Company"), and [___________________], a director and/or an officer of the Company (the "Indemnitee"), dated as of...Indemnification Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
THIRD AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF 237/1290 UPPER TIER ASSOCIATES, L.P. by and betweenLimited Partnership Agreement • March 30th, 2000 • Metropolis Realty Trust Inc • Real estate investment trusts • Delaware
AMENDED, RESTATED AND CONSOLIDATED PROMISSORY NOTEPromissory Note • March 30th, 2000 • Metropolis Realty Trust Inc • Real estate investment trusts
amongCredit Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
EXHIBIT AJoint Filing Agreement • June 3rd, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts
The undersigned hereby agree that the statement on Schedule 13D with respect to the Common Stock of Metropolis Realty Trust, Inc., dated as of June 3, 2002, is, and any amendments thereto (including amendments on Schedule 13G) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.
METROPOLIS REALTY TRUST, INC. FORM OF STOCK OPTION AGREEMENT FOR DIRECTORS 1. Grant of Options METROPOLIS REALTY TRUST, INC., a Maryland corporation (the "Company"), hereby grants to _______________ (the "Optionee"), pursuant to the Company's 1996...Stock Option Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • Maryland
LIMITED LIABILITY COMPANY AGREEMENT OF METROPOLIS REALTY HOLDINGS LLC A Delaware Limited Liability Company Dated as of May 6, 2002Limited Liability Company Agreement • August 14th, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts • Delaware
SCHEDULE to the MASTER AGREEMENT dated as of October 10, 1996 between THE CHASE MANHATTAN BANK ("Party A") and 1290 PARTNERS, L.P. and 237 PARK PARTNERS, L.P., as joint and several obligors ("Party B")Master Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
AMENDED AND RESTATED PARTNERSHIP AGREEMENTPartnership Agreement • March 30th, 2000 • Metropolis Realty Trust Inc • Real estate investment trusts • Delaware
ARTICLE I DEFINITIONSLimited Partnership Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • Delaware
MASTER AGREEMENTIsda Master Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG METROPOLIS REALTY LOWER TIER LLC, METROPOLIS REALTY HOLDINGS LLCMerger Agreement • August 14th, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts • Delaware
1. ARTICLE I DEFINITIONS 1 2. ARTICLE II REGISTRATION RIGHTS 4Registration Rights Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
CONSENT AND SUBORDINATION OF PROPERTY MANAGEMENT AGREEMENT THIS CONSENT AND SUBORDINATION OF PROPERTY MANAGEMENT AGREEMENT (this "Agreement"), dated as of October 10, 1996, is executed by TISHMAN SPEYER PROPERTIES, L.P., a New York limited partnership...Property Management Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
AMENDED, RESTATED AND CONSOLIDATED MORTGAGE AND SECURITY AGREEMENT dated as of December 13, 1999Mortgage and Security Agreement • March 30th, 2000 • Metropolis Realty Trust Inc • Real estate investment trusts • New York
INDEMNIFICATION AND PLEDGE AGREEMENTIndemnification Agreement • March 30th, 2000 • Metropolis Realty Trust Inc • Real estate investment trusts • New York
ARTICLE 1 DEFINITIONSMerger Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • Delaware
INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT dated as of the 10th day of October, 1996 given by PROPERTY PARTNERS, L.P., CARLYLE-XIII ASSOCIATES, L.P., and CARLYLE-XIV ASSOCIATES, L.P., each a Delaware limited partnership having an office...Indemnification Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
R E C I T A L SAsset Management Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
ARTICLE 1Management and Leasing Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
ASSIGNMENT OF LEASES, RENTS AND SECURITY DEPOSITS THIS ASSIGNMENT OF LEASES, RENTS AND SECURITY DEPOSITS (this "Assignment"), made as of the 10th day of October, 1996, by 1290 PARTNERS, L.P., a Delaware limited partnership, and 237 PARK PARTNERS,...Assignment of Leases, Rents and Security Deposits • December 9th, 1996 • Metropolis Realty Trust Inc
237 PROPERTY CONTRIBUTION AGREEMENTProperty Contribution Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
DEBT ASSUMPTION, RELEASE AND SECURITY AGREEMENT (1290 Excess Amount) ------------------------------- Dated: October 10, 1996 C/M: 11764.0001 346143.8 DEBT ASSUMPTION, RELEASE AND SECURITY AGREEMENT THIS DEBT ASSUMPTION, RELEASE AND SECURITY AGREEMENT...Debt Assumption, Release and Security Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
DEBT CONTRIBUTION AGREEMENT CONTRIBUTION AGREEMENT (the "Agreement") dated as of October 10, 1996, by and between METROPOLIS REALTY TRUST, INC., a Maryland corporation (the "REIT"), 237/1290 LOWER TIER ASSOCIATES, L.P., a Delaware limited partnership...Debt Contribution Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
MODIFICATION OF OPERATING AGREEMENT OF 237 PARK AVENUE ASSOCIATES, L.L.C. AMENDMENT, dated as of October 10, 1996, among JMB/NYC Office Building Associates, L.P., an Illinois limited partnership ("Investor"), O&Y Equity Company, L.P., as debtor and...Modification of Operating Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
CASH COLLATERAL ACCOUNT SECURITY, PLEDGE AND ASSIGNMENT AGREEMENTSecurity, Pledge and Assignment Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
RELEASE OF ASSUMED DEBT AND TERMINATION OF SECURITY INTEREST THIS RELEASE OF ASSUMED DEBT AND TERMINATION OF SECURITY INTEREST (this "Agreement") dated as of the 10th day of October, 1996 is made by BANKERS TRUST COMPANY, a New York corporation having...Release of Assumed Debt and Termination of Security Interest • December 9th, 1996 • Metropolis Realty Trust Inc • New York
MORTGAGE MODIFICATION, RESTATEMENT AND SECURITY AGREEMENTMortgage Modification, Restatement and Security Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
NOTEHOLDERS CONTRIBUTION AND PARTICIPATION AGREEMENT NOTEHOLDERS CONTRIBUTION AND PARTICIPATION AGREEMENT (the "Agreement") dated as of October 10, 1996, by and between Metropolis Realty Trust, Inc., a Maryland corporation (the "Company") and Bankers...Noteholders Contribution and Participation Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
INTEREST RATE AGREEMENT PLEDGE AND SECURITY AGREEMENT between 1290 PARTNERS, L.P.Interest Rate Agreement, Pledge and Security Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
PARTICIPATION AGREEMENT (JMB Notes)Participation Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
NOTE PLEDGE AND SECURITY AGREEMENTNote Pledge and Security Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
