Standard Contracts
AMENDED AND RESTATED MANAGEMENT AGREEMENT THIS AMENDED AND RESTATED MANAGEMENT AGREEMENT ("Agreement") is made and entered into on March 30, 1998, by and between Philips International Realty, L.P. (the "Partnership") and Philips International Realty...Management Agreement • March 31st, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledMarch 31st, 1998 Company Industry Jurisdiction
EXECUTION COPY AMENDMENT TO AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT THIS AMENDMENT TO AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (this "Amendment") is made as of April 4, 2001, by and between PHILIPS INTERNATIONAL REALTY CORP., a...Purchase and Sale Agreement • April 17th, 2001 • Philips International Realty Corp • Real estate investment trusts
Contract Type FiledApril 17th, 2001 Company Industry
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIPLimited Partnership Agreement • April 30th, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • Delaware
Contract Type FiledApril 30th, 1998 Company Industry Jurisdiction
PURCHASE AND SALE AGREEMENT PURCHASE AND SALE AGREEMENT (this "Agreement"), dated the 28th day of April, 2000, by and between Munsey Park Associates, LLC, a New York limited liability company ("Munsey Park"), North Shore Triangle, LLC, a New York...Purchase and Sale Agreement • May 2nd, 2000 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledMay 2nd, 2000 Company Industry Jurisdiction
7,200,000 Shares1 Common StockUnderwriting Agreement • April 30th, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledApril 30th, 1998 Company Industry Jurisdiction
REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of ____________________,1997, is by and among PHILIPS INTERNATIONAL REALTY CORP., a Maryland corporation (the "Company"), and the persons and entities listed...Registration Rights Agreement • December 3rd, 1997 • Philips International Realty Corp • New York
Contract Type FiledDecember 3rd, 1997 Company Jurisdiction
FOR SHEILA LEVINEEmployment Agreement • January 14th, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledJanuary 14th, 1998 Company Industry Jurisdiction
Mr. Philip Pilevsky Philips International 417 Fifth Avenue New York, New York 10016Subscription Agreement • December 3rd, 1997 • Philips International Realty Corp
Contract Type FiledDecember 3rd, 1997 Company
OFAgreement of Limited Partnership • March 31st, 1999 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • Delaware
Contract Type FiledMarch 31st, 1999 Company Industry Jurisdiction
AMENDED AND RESTATED NON-COMPETITION AGREEMENT THIS AMENDED AND RESTATED NON- COMPETITION AGREEMENT (this "Agreement") is made and entered into as of the 30th day of March, 1998, by and among Philips International Realty, L.P. (the "Partnership"),...Non-Competition Agreement • March 31st, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledMarch 31st, 1998 Company Industry Jurisdiction
FOR CARL KRAUSEmployment Agreement • July 30th, 1999 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledJuly 30th, 1999 Company Industry Jurisdiction
FOREmployment Agreement • April 30th, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledApril 30th, 1998 Company Industry Jurisdiction
TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS; CONSTRUCTION Section 1.01. Definitions....................................................1 Section 1.02. Accounting Terms and Determinations...........................12 Section 1.03. Other Definitional...Revolving Credit Agreement • May 15th, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
AMENDMENT NO. 1 TO SHAREHOLDER RIGHTS AGREEMENT THIS AMENDMENT NO. 1 TO THE SHAREHOLDER RIGHTS AGREEMENT (the "Rights Agreement"), dated as of March 31, 1999, between Philips International Realty Corp., a Maryland corporation (the "Company"), and...Shareholder Rights Agreement • July 30th, 1999 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • Maryland
Contract Type FiledJuly 30th, 1999 Company Industry Jurisdiction
EXECUTION COPY REDEMPTION AGREEMENT THIS REDEMPTION AGREEMENT (this "Agreement") is made as of April 28, 2000, by and among PHILIPS INTERNATIONAL REALTY, L.P., a Delaware limited partnership, having an office at 417 Fifth Avenue, Third Floor, New...Redemption Agreement • August 15th, 2000 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledAugust 15th, 2000 Company Industry Jurisdiction
CONTRIBUTION AND EXCHANGE AGREEMENTContribution and Exchange Agreement • December 3rd, 1997 • Philips International Realty Corp • New York
Contract Type FiledDecember 3rd, 1997 Company Jurisdiction
FOREmployment Agreement • December 3rd, 1997 • Philips International Realty Corp • New York
Contract Type FiledDecember 3rd, 1997 Company Jurisdiction
RECITALSAsset Contribution, Purchase and Sale Agreement • August 15th, 2000 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledAugust 15th, 2000 Company Industry Jurisdiction
andShareholder Rights Agreement • March 31st, 1999 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • Maryland
Contract Type FiledMarch 31st, 1999 Company Industry Jurisdiction
NON-COMPETITION AGREEMENT THIS NON-COMPETITION AGREEMENT (this "Agreement") is made and entered into as of the _____ day of _______, 1997, by and among Philips International Realty, L.P. (the "Partnership"), Philips International Realty Corp., a...Non-Competition Agreement • December 3rd, 1997 • Philips International Realty Corp • New York
Contract Type FiledDecember 3rd, 1997 Company Jurisdiction
No. W-1Common Stock Purchase Warrant • December 3rd, 1997 • Philips International Realty Corp
Contract Type FiledDecember 3rd, 1997 Company
ASSET CONTRIBUTION, PURCHASE AND SALE AGREEMENTAsset Contribution, Purchase and Sale Agreement • May 2nd, 2000 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • New York
Contract Type FiledMay 2nd, 2000 Company Industry Jurisdiction
May __, 1998 Philips International Realty Corp. 417 Fifth Avenue New York, NY 10016 Ladies and Gentlemen: Reference is made to that certain Contribution and Exchange Agreement, dated as of December 31, 1997, as amended (the "Contribution and Exchange...Contribution and Exchange Agreement • April 17th, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries)
Contract Type FiledApril 17th, 1998 Company IndustryReference is made to that certain Contribution and Exchange Agreement, dated as of December 31, 1997, as amended (the "Contribution and Exchange Agreement"), by and among Philips International Realty Corp. (the "REIT"), Philips International Realty, L.P. (the "Operating Partnership" and, together with the REIT, the "Company"), the Property Partnerships and certain other parties named therein. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Contribution and Exchange Agreement.
AMENDMENT NO. 1 TO CONTRIBUTION AND EXCHANGE AGREEMENT Amendment No. 1 to that certain Contribution and Exchange Agreement dated as of August 11, 1997 (the "Agreement") among National Properties Investment Trust, a Massachusetts business trust, the...Contribution and Exchange Agreement • January 14th, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries)
Contract Type FiledJanuary 14th, 1998 Company Industry
andShareholder Rights Agreement • March 31st, 1999 • Philips International Realty Corp • Land subdividers & developers (no cemeteries) • Maryland
Contract Type FiledMarch 31st, 1999 Company Industry Jurisdiction
NON-RECOURSE SECURED PROMISSORY NOTE ------------------------------------Promissory Note • January 14th, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries)
Contract Type FiledJanuary 14th, 1998 Company IndustryFOR VALUE RECEIVED, the undersigned maker, NATIONAL PROPERTIES INVESTMENT TRUST, a Massachusetts business trust (the "Borrower"), hereby unconditionally promises to pay to order of PHILIPS INTERNATIONAL REALTY CORP., a Maryland corporation (the "Lender") at its office located at c/o Philips International, 417 Fifth Avenue, New York, New York, 10016, or at such other place as the Lender may specify from time to time, in lawful money of the United States of America and in immediately available funds, the principal amount of One Hundred Four Thousand Eight Hundred Twenty United States Dollars and Fifty Five cents (US $104,820.55) in a single installment on December 31, 1998, (the "Maturity Date"); provided, however, that if the Lender fails to complete a public or private equity offering of its securities aggregating in excess of $25 million (an "Offering") by the Maturity Date, the Borrower may, at its option, extend the Maturity Date to June 30, 1999; provided, further, however, that, i
May __, 1998 Philips International Realty Corp. 417 Fifth Avenue New York, NY 10016 Ladies and Gentlemen: Reference is made to that certain Amended and Restated Non-Competition Agreement, made and entered into on March 30, 1998 and effective as of...Non-Competition Agreement • April 17th, 1998 • Philips International Realty Corp • Land subdividers & developers (no cemeteries)
Contract Type FiledApril 17th, 1998 Company IndustryReference is made to that certain Amended and Restated Non-Competition Agreement, made and entered into on March 30, 1998 and effective as of December 31, 1997 (the "Non-Competition Agreement"), by and among Philips International Realty Corp. (the "REIT"), Philips International Realty, L.P. (the "Operating Partnership" and, together with the REIT, the "Company"), Philips International Holding Corp., Philip Pilevsky and Sheila Levine. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Non-Competition Agreement.
MANAGEMENT AGREEMENT THIS MANAGEMENT AGREEMENT ("Agreement") is made and entered into as of _____________, 1997, by and between Philips International Realty, L.P. (the "Partnership") and Philips International Realty Corp. (the "Company" and together...Management Agreement • December 3rd, 1997 • Philips International Realty Corp • New York
Contract Type FiledDecember 3rd, 1997 Company Jurisdiction