BACKGROUNDLoan Agreement • March 30th, 2004 • Levitt Corp • Real estate
EXHIBIT 10.7 BRITTANY BAY AT ANDROS ISLE, LTD. LIMITED PARTNERSHIP AGREEMENT January , 1998 TABLE OF CONTENTSLimited Partnership Agreement • February 14th, 2003 • Levitt Corp • Florida
RECITALS:Loan Agreement • February 14th, 2003 • Levitt Corp • Florida
AND U.S. BANK NATIONAL ASSOCIATION, Trustee INDENTUREIndenture • February 14th, 2003 • Levitt Corp
RECITALSLoan Agreement • March 30th, 2004 • Levitt Corp • Real estate
September 11, 2000Limited Partnership Agreement • February 14th, 2003 • Levitt Corp
JUNIOR SUBORDINATED INDENTURE between LEVITT CORPORATION and WILMINGTON TRUST COMPANY as TrusteeJunior Subordinated Indenture • May 10th, 2005 • Levitt Corp • Real estate • New York
Junior Subordinated Indenture, dated as of May 4, 2005, between Levitt Corporation, a Florida corporation (the “Company”), and Wilmington Trust Company, a Delaware banking corporation, as Trustee (in such capacity, the “Trustee”).
AMENDED AND RESTATED TRUST AGREEMENT among LEVITT CORPORATION, as Depositor WILMINGTON TRUST COMPANY as Property Trustee WILMINGTON TRUST COMPANY as Delaware Trustee and THE ADMINISTRATIVE TRUSTEES NAMED HEREIN as Administrative TrusteesTrust Agreement • May 10th, 2005 • Levitt Corp • Real estate • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of May 4, 2005, among (i) Levitt Corporation, a Florida corporation (including any successors or permitted assigns, the “Depositor”), (ii) Wilmington Trust Company, a Delaware banking corporation, as property trustee (in such capacity, the “Property Trustee”), (iii) Wilmington Trust Company, a Delaware banking corporation, as Delaware trustee (in such capacity, the “Delaware Trustee”), (iv) Alan B. Levan, an individual, Claudia Haines, an individual, and George P. Scanlon, an individual, each of whose address is c/o Levitt Corporation, 1750 East Sunrise Boulevard, Ft. Lauderdale, Florida 33304, as administrative trustees (in such capacities, each an “Administrative Trustee” and, collectively, the “Administrative Trustees” and, together with the Property Trustee and the Delaware Trustee, the “Trustees”) and (v) the several Holders, as hereinafter defined.
RIGHTS AGREEMENT dated as of September 29, 2008 between WOODBRIDGE HOLDINGS CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY Rights AgentRights Agreement • September 30th, 2008 • Woodbridge Holdings Corp (Formerly Levitt Corp) • General bldg contractors - residential bldgs • Florida
RIGHTS AGREEMENT, dated as of September 29, 2008 (the “Agreement”), between Woodbridge Holdings Corporation, a Florida corporation (the “Company”), and American Stock Transfer & Trust Company (the “Rights Agent”).
AND U.S. BANK NATIONAL ASSOCIATION, Trustee INDENTUREIndenture • September 5th, 2003 • Levitt Corp • Real estate
Levitt Corporation Shares of Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 12th, 2004 • Levitt Corp • Real estate • Virginia
FRIEDMAN, BILLINGS, RAMSEY & CO., INC. [ ] as Representatives of the several Underwriters c/o Friedman, Billings, Ramsey & Co., Inc. 1001 19th Street North Arlington, Virginia 22209
AND U.S. BANK NATIONAL ASSOCIATION, Trustee INDENTUREIndenture • July 3rd, 2003 • Levitt Corp • Real estate
JUNIOR SUBORDINATED INDENTURE between LEVITT CORPORATION and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as TrusteeJunior Subordinated Indenture • May 10th, 2005 • Levitt Corp • Real estate • New York
Junior Subordinated Indenture, dated as of March 15, 2005, between Levitt Corporation (the “Company”), and JPMorgan Chase Bank, National Association, a national banking association, as Trustee (in such capacity, the “Trustee”).
BACKGROUNDAmendment to Loan Documents • February 14th, 2003 • Levitt Corp
REVOLVING WORKING CAPITAL, LAND ACQUISITION AND DEVELOPMENT AND RESIDENTIAL CONSTRUCTION BORROWING BASE FACILITY AGREEMENTRevolving Working Capital, Land Acquisition and Development and Residential Construction Borrowing Base Facility Agreement • November 9th, 2007 • Levitt Corp • General bldg contractors - residential bldgs • Florida
THIS REVOLVING WORKING CAPITAL, LAND ACQUISITION AND DEVELOPMENT AND RESIDENTIAL CONSTRUCTION BORROWING BASE FACILITY AGREEMENT (the “Agreement”) is entered into as of the date set forth above, by and between Borrower and Lender, with reference to the following facts:
Tatum Executive Services AgreementExecutive Services Agreement • March 17th, 2008 • Levitt Corp • General bldg contractors - residential bldgs
Effective as of December 10, 2007, the Employee will become your employee serving in the capacity set forth above. The Employee will work on a full-time basis and be subject to the Company’s policies and supervision, direction and control of and report directly to the Company’s management. While the Employee will remain a member of Tatum and have access to Tatum’s intellectual capital to be used in connection with the Employee’s employment relationship with you, we will have no supervision, direction or control over the Employee with respect to the services provided by the Employee to you.
JOINT FILING AGREEMENTJoint Filing Agreement • July 21st, 2008 • Woodbridge Holdings Corp (Formerly Levitt Corp) • General bldg contractors - residential bldgs
In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated July 21, 2008 (including amendments thereto) with respect to the Common Stock of Woodbridge Holdings Corporation This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
This instrument was prepared by and after recordation should be returned to: | | Lynda J. Harris, Esq. | Carlton Fields, P.A. | 222 Lakeview Avenue, Suite 1400 | West Palm Beach, Florida 33401 | | | --------------------------------------- NOTE,...Note, Mortgage and Loan Documents Modification and Spreader Agreement • February 14th, 2003 • Levitt Corp
JOINT FILING AGREEMENTJoint Filing Agreement • September 10th, 2007 • Levitt Corp • General bldg contractors - residential bldgs
In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated September 7, 2007 (including amendments thereto) with respect to the Common Stock of Levitt Corporation This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
AGREEMENT AND PLAN OF MERGER by and among BFC FINANCIAL CORPORATION, LEV MERGER SUB, INC. and LEVITT CORPORATIONMerger Agreement • January 31st, 2007 • Levitt Corp • Real estate • Florida
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of the 30th day of January, 2007, by and among BFC FINANCIAL CORPORATION, a Florida corporation (“BFC”), LEV MERGER SUB, INC., a Florida corporation and a wholly-owned subsidiary of BFC (“Merger Sub”), and LEVITT CORPORATION, a Florida corporation (“Levitt”).
REVOLVING LOAN AGREEMENT By and Among Tradition Development Company, LLC, a Florida limited liability company, Horizons St. Lucie Development, LLC, a Florida limited liability company, Horizons Acquisition 7, LLC, a Florida limited liability company,...Revolving Loan Agreement • May 10th, 2005 • Levitt Corp • Real estate • Florida
THIS REVOLVING LOAN AGREEMENT (the “Loan Agreement”) is made and executed as of April 8, 2005, by and among TRADITION DEVELOPMENT COMPANY, LLC, a Florida limited liability company; HORIZONS ST. LUCIE DEVELOPMENT, LLC, a Florida limited liability company; HORIZONS ACQUISITION 7, LLC, a Florida limited liability company; and TRADITION MORTGAGE, LLC, a Florida limited liability company (hereinafter collectively referred to as “Borrower”), CORE COMMUNITIES, LLC, a Florida limited liability company (“Guarantor”), all located at 10521 S.W. Village Station Drive, Suite 201, Port St. Lucie, Florida 34987, and WACHOVIA BANK, NATIONAL ASSOCIATION, located at 200 East Broward Boulevard, Suite 200, Fort Lauderdale, Florida 33301 (hereinafter referred to as “Lender”).
LEVITT CORPORATION AND U.S. BANK NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of ___, 2006 Subordinated Investment NotesIndenture • August 11th, 2006 • Levitt Corp • Real estate
THIS INDENTURE, dated as of ___, 2006, by and between Levitt Corporation, a corporation duly organized and existing under the laws of the State of Florida (“the Company”), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
SETTLEMENT AGREEMENTSettlement Agreement • July 2nd, 2008 • Woodbridge Holdings Corp (Formerly Levitt Corp) • General bldg contractors - residential bldgs
This Settlement Agreement, dated June 27, 2008 (this “Agreement”), is by and among Levitt and Sons, LLC (“LAS”) and each of its affiliates who are jointly administered debtors in the Chapter 11 Case (as defined below) (collectively, the “Debtors”),1 the Joint Committee of Unsecured Creditors appointed in this Chapter 11 Case (the “Committee”) and Woodbridge Holdings Corporation, f/k/a Levitt Corporation (“Woodbridge”).
AGREEMENTEmployment Agreement • August 9th, 2005 • Levitt Corp • Real estate • Florida
AGREEMENT made as of May___, 2001, by and between Levitt and Sons, Inc., a Maryland corporation having its principal office at 7777 Glades Road, Boca Raton, Florida 33434 (the “Employer”), and Elliott M. Wiener, having an address at 5730 Northwest 42(nd) Court, Boca Raton, Florida 33496 (the “Employee”).
AGREEMENT OF LIMITED PARTNERSHIP OF WOODBRIDGE EXECUTIVE INCENTIVE PLAN 1, LP Date: March 13, 2009Limited Partnership Agreement • March 19th, 2009 • Woodbridge Holdings Corp (Formerly Levitt Corp) • General bldg contractors - residential bldgs • Florida
THIS AGREEMENT OF LIMITED PARTNERSHIP is deemed to be effective as of March 13, 2009 (the “Effective Date”), by and among the General Partner, the Sponsor Partner, the IP Limited Partners, the Program Manager and the Residual Limited Partner (each as defined below).
EMPLOYMENT AGREEMENTEmployment Agreement • August 9th, 2005 • Levitt Corp • Real estate • Florida
THIS EMPLOYMENT AGREEMENT (“Agreement”), is dated as of April ___, 2004, by and among Bowden Building Corporation, a Tennessee corporation (the “Company”) and John Laguardia (the “Executive”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • March 17th, 2008 • Levitt Corp • General bldg contractors - residential bldgs • Delaware
INDEMNIFICATION AGREEMENT (this “Agreement”), dated as of March 17, 2008, by and between Levitt Corporation, a Florida corporation (the “Indemnitor”), and [NAME] (the “Indemnitee”).
ASSUMPTION AND MODIFICATION OF NOTE AND LOAN AGREEMENTAssumption and Modification of Note and Loan Agreement • November 9th, 2007 • Levitt Corp • General bldg contractors - residential bldgs • Florida
THIS ASSUMPTION AND MODIFICATION OF NOTE AND LOAN AGREEMENT (“Agreement”) executed this 25th day of October 2007, by and among LEVITT AND SONS, LLC, a Florida limited liability company (“Original Borrower”), LEVITT CORPORATION, a Florida corporation (“New Borrower”), and AMTRUST BANK, a federal savings bank, f/k/a OHIO SAVINGS BANK, a federal savings bank (“Lender”).
WITNESSETH:Mortgage and Security Agreement • February 14th, 2003 • Levitt Corp • Florida
AGREEMENT AND PLAN OF MERGER by and among BFC FINANCIAL CORPORATION, WDG MERGER SUB, LLC and WOODBRIDGE HOLDINGS CORPORATIONMerger Agreement • July 8th, 2009 • Woodbridge Holdings Corp (Formerly Levitt Corp) • Land subdividers & developers (no cemeteries) • Florida
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of the 2nd day of July, 2009, by and among BFC FINANCIAL CORPORATION, a Florida corporation (“BFC”), WDG MERGER SUB, LLC, a Florida limited liability company and a wholly-owned subsidiary of BFC (“Merger Sub”), and WOODBRIDGE HOLDINGS CORPORATION, a Florida corporation (“Woodbridge”).
