AMENDED AND RESTATED OPERATING AGREEMENT FOR ORIG, LLCOperating Agreement • October 25th, 2004 • NTS Realty Holdings Lp • Real estate investment trusts • Kentucky
FORM OFLock-Up Agreement • February 4th, 2004 • NTS Realty Holdings Lp • Delaware
ANDLease Agreement • March 31st, 2005 • NTS Realty Holdings Lp • Real estate investment trusts • Kentucky
FORM OFManagement Agreement • February 4th, 2004 • NTS Realty Holdings Lp • Kentucky
MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (INDIANA – REVISION DATE 03-31-2008)Multifamily Mortgage, Assignment of Rents and Security Agreement • December 23rd, 2009 • NTS Realty Holdings Lp • Real estate investment trusts
THIS MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (the "Instrument") is made to be effective as of the 16th day of December, 2009, between NLP WILLOW LAKE, LLC, a limited liability company organized and existing under the laws of Delaware, whose address is c/o NTS Development Company, 10172 Linn Station Road, Louisville, Kentucky 40223, as mortgagor ("Borrower"), and HOLLIDAY FENOGLIO FOWLER, L.P., a limited partnership organized and existing under the laws of Texas, whose address is 9 Greenway Plaza, Suite 700, Houston (Harris County), Texas 77046, as mortgagee ("Lender"). Borrower's organizational identification number, if applicable, is 4739660.
GUARANTY-CME MULTISTATE (for use in all Property jurisdictions except California) REVISION DATE 8-14-09Guaranty • December 23rd, 2009 • NTS Realty Holdings Lp • Real estate investment trusts
This Guaranty ("Guaranty") is entered into to be effective as of December 16, 2009, by the undersigned Person(s) (the "Guarantor" jointly and severally if more than one), for the benefit of HOLLIDAY FENOGLIO FOWLER, L.P., a Texas limited partnership (the "Lender").
MULTIFAMILY NOTE-CME MULTISTATE – FIXED RATE (REVISION DATE 8-14-2009)Multifamily Note • December 23rd, 2009 • NTS Realty Holdings Lp • Real estate investment trusts
FOR VALUE RECEIVED, the undersigned (together with such party’s or parties’ successors and assigns, “Borrower”) jointly and severally (if more than one) promises to pay to the order of HOLLIDAY FENOGLIO FOWLER, L.P., a Texas limited partnership, the principal sum of Thirteen Million Eight Hundred Ninety-Five Thousand and 00/100 Dollars (US $13,895,000.00), with interest on the unpaid principal balance, as hereinafter provided.
MULTIFAMILY NOTE-CME MULTISTATE – FIXED RATE (REVISION DATE 8-14-2009)Multifamily Note-Cme • December 23rd, 2009 • NTS Realty Holdings Lp • Real estate investment trusts
FOR VALUE RECEIVED, the undersigned (together with such party’s or parties’ successors and assigns, “Borrower”) jointly and severally (if more than one) promises to pay to the order of HOLLIDAY FENOGLIO FOWLER, L.P., a Texas limited partnership, the principal sum of Twenty-Seven Million Six Hundred Seventy-Five Thousand and 00/100 Dollars (US $27,675,000.00), with interest on the unpaid principal balance, as hereinafter provided.
MULTIFAMILY DEED OF TRUST, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (Including Fixture Filing) (TENNESSEE – REVISION DATE 03-31-2008)Multifamily Deed of Trust, Assignment of Rents and Security Agreement • December 23rd, 2009 • NTS Realty Holdings Lp • Real estate investment trusts
THIS MULTIFAMILY DEED OF TRUST, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (the "Instrument") is made as of this 16th day of December, 2009 among NLP RICHLAND, LLC, a limited liability company organized and existing under the laws of Delaware, whose address is c/o NTS Development Company, 10172 Linn Station Road, Louisville, Kentucky 40223, as grantor ("Borrower"), to JOSEPH B. PITT, JR., as trustee, whose address is c/o Fidelity National Title Group, 725 Cool Springs Blvd., Suite 160, Franklin, Tennessee 37067 ("Trustee"), for the benefit of HOLLIDAY FENOGLIO FOWLER, L.P., a limited partnership organized and existing under the laws of Texas, whose address is 9 Greenway Plaza, Suite 700, Houston (Harris County), Texas 77046, as beneficiary ("Lender"). Borrower's organizational identification number, if applicable, is 4739667.
AGREEMENT FOR PURCHASE AND SALEPurchase and Sale Agreement • April 3rd, 2006 • NTS Realty Holdings Lp • Real estate investment trusts
THIS AGREEMENT FOR PURCHASE AND SALE (the “Agreement”) is made and entered into as of the 1st day of November, 2005, by and between SCHAEDLE WORTHINGTON HYDE PROPERTIES, L.P., a Delaware limited partnership (the “Seller”), and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (the ‘Purchaser”), and is joined in by LANDAMERICA NATIONAL COMMERCIAL SERVICES, Atlanta, Georgia (the “Escrow Agent”) as follows:
AGREEMENT AND PLAN OF MERGER among NTS MERGER PARENT, LLC, NTS MERGER SUB, LLC, NTS REALTY CAPITAL, INC., and NTS REALTY HOLDINGS LIMITED PARTNERSHIP Dated as of February 25, 2014Merger Agreement • February 25th, 2014 • NTS Realty Holdings Lp • Real estate investment trusts • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of February 25, 2014 (this “Agreement”), is entered into among NTS Merger Parent, LLC, a Delaware limited liability company (“Parent”), NTS Merger Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Merger Sub” and, together with Parent, the “Parent Parties”), NTS Realty Capital, Inc., a Delaware corporation and the managing general partner of the Partnership (“Partnership Managing GP”), and NTS Realty Holdings Limited Partnership, a Delaware limited partnership (the “Partnership” and, together with the Partnership Managing GP, the “Partnership Parties”).
PURCHASE AND SALE AGREEMENT by and between COLONIAL REALTY LIMITED PARTNERSHIP, a Delaware limited partnership as Seller and NTS REALTY HOLDINGS LIMITED PARTNERSHIP a Delaware limited partnership as Buyer Property Name: Shelby Farms I Location:...Purchase and Sale Agreement • June 27th, 2008 • NTS Realty Holdings Lp • Real estate investment trusts • Tennessee
THIS PURCHASE AND SALE AGREEMENT (“Agreement”) is made to be effective as of June 11, 2008, by and between COLONIAL REALTY LIMITED PARTNERSHIP, a Delaware limited partnership (“Seller”), and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (“Buyer”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • April 3rd, 2006 • NTS Realty Holdings Lp • Real estate investment trusts • Florida
THIS PURCHASE AND SALE AGREEMENT (the “Agreement”) is made and entered into as of the date of the last signature below (the “Effective Date”) by and between NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited liability company, whose address is 10172 Linn Station Road, Louisville, Kentucky 40223 (“Seller”), and INVESTORS CAPITAL MORTGAGE GROUP, INC., a Florida corporation, whose address is 1414 NW 107 Ave., Suite 109, Miami, Florida 33172 (“Purchaser”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 14th, 2007 • NTS Realty Holdings Lp • Real estate investment trusts • Kentucky
THIS PURCHASE AND SALE AGREEMENT (the “Agreement”) is made and entered into as of 10th day of November, 2006 (the “Effective Date”) by and between NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership, whose address is 10172 Linn Station Road, Louisville, Kentucky 40223 (“Seller”), and MERIDIAN REALTY INVESTMENTS, LLC, a Kentucky limited liability company, whose address is 101 South Fifth Street, Louisville, Kentucky 40202 (“Purchaser”).
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • June 27th, 2008 • NTS Realty Holdings Lp • Real estate investment trusts
THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (“First Amendment”) is effective as of the 20th day of June, 2008, by and between COLONIAL REALTY LIMITED PARTNERSHIP, a Delaware limited partnership (“Seller”), and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (“Buyer”).
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • June 16th, 2009 • NTS Realty Holdings Lp • Real estate investment trusts • Florida
THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is entered into as of May 13, 2009, by and between 302 SABAL PARK PLACE LONGWOOD, LLC, and 385 GOLF BROOK CIRCLE LONGWOOD, LLC, each a Delaware limited liability company (collectively, “Seller”) and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (“Purchaser”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • April 3rd, 2006 • NTS Realty Holdings Lp • Real estate investment trusts • Indiana
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is executed as of February 7, 2006 (the “Execution Date”), by and between AMLI at Castle Creek, L.P., a Delaware limited partnership, and AMLI Residential Properties L.P., a Delaware limited partnership (together, “Seller”), and NTS Realty Holdings Limited Partnership, a Delaware limited partnership (“Buyer”).
FIRST AMENDMENT TO COMMITMENT LETTERCommitment Letter • March 15th, 2013 • NTS Realty Holdings Lp • Real estate investment trusts
This First Amendment to Commitment Letter (the “First Amendment”) is made and entered into as of the 15th day of March, 2013, by and between QUINCE ASSOCIATES, LIMITED PARTNERSHIP, a Maryland limited partnership (“Quince Associates”), and J.D. NICHOLS and BRIAN F. LAVIN (“Borrowers”).
PURCHASE AND SALE AGREEMENT BETWEEN 302 SABAL PARK PLACE LONGWOOD, LLC, and 385 GOLF BROOK CIRCLE LONGWOOD, LLC AS SELLER AND NTS REALTY HOLDINGS LIMITED PARTNERSHIP AS PURCHASER DATED: April 10, 2009Purchase and Sale Agreement • June 16th, 2009 • NTS Realty Holdings Lp • Real estate investment trusts
NOW, THEREFORE, in consideration of the mutual terms, provisions, covenants and agreements set forth herein, as well as the sums to be paid by Purchaser to Seller, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, Purchaser and Seller agree as follows:
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 5th, 2008 • NTS Realty Holdings Lp • Real estate investment trusts • Kentucky
THIS PURCHASE AND SALE AGREEMENT is made and entered into as of the 1st day of August, 2007, by and between (i) NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership with principal office and place of business at 10172 Linn Station Road, Louisville, Kentucky 40223 (“Seller”) and (ii) ASCENT PROPERTIES, LLC, a Kentucky limited liability company, with principal office and place of business at 333 East Main Street, Suite 310, Louisville, Kentucky 40202 (“Purchaser”).
SECOND AMENDMENT TO COMMITMENT LETTERCommitment Letter • April 29th, 2013 • NTS Realty Holdings Lp • Real estate investment trusts
This Second Amendment to Commitment Letter (the “Second Amendment”) is made and entered into as of the 29th day of April, 2013, by and between QUINCE ASSOCIATES, LIMITED PARTNERSHIP, a Maryland limited partnership (“Quince Associates”), and J.D. NICHOLS and BRIAN F. LAVIN (and/or an entity to be formed in Delaware that is wholly-owned by J.D. Nichols and/or Brian F. Lavin for the purpose of the purchase of the limited partnership units of NTS Realty Holdings Limited Partnership) (“Borrowers”).
MASTER CLEARING ACCOUNTS AGREEMENT-CME Lender – Access to Clearing Accounts (REVISION DATE 8-14-2009)Master Clearing Accounts Agreement • December 23rd, 2009 • NTS Realty Holdings Lp • Real estate investment trusts • New York
This MASTER CLEARING ACCOUNTS AGREEMENT (the “Agreement”) is entered into as of the 16th day of December, 2009, by and among PNC BANK, NATIONAL ASSOCIATION, a national banking association having and address at One PNC Plaza, 19th Floor, P1-POPP-19-2, Pittsburgh, PA 15222 (“Clearing Bank”), those parties identified on Exhibit A attached hereto, each having an address at c/o NTS Development Company, 10172 Linn Station Road, Louisville, Kentucky 40223 (each sometimes referred to individually as a “Borrower” and all sometimes referred to collectively as “Borrowers”), and HOLLIDAY FENOGLIO FOWLER, L.P., a Texas limited partnership, having an address at 9 Greenway Plaza, Suite 700, Houston, Texas 77046 (together with its successors and assigns, “Lender”).
THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • June 16th, 2009 • NTS Realty Holdings Lp • Real estate investment trusts • Florida
THIS THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is entered into as of May 14, 2009, by and between 302 SABAL PARK PLACE LONGWOOD, LLC, and 385 GOLF BROOK CIRCLE LONGWOOD, LLC, each a Delaware limited liability company (collectively, “Seller”) and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (“Purchaser”).
AMENDED AND RESTATED MASTER LOAN AGREEMENTMaster Loan Agreement • October 23rd, 2006 • NTS Realty Holdings Lp • Real estate investment trusts • Kentucky
THIS AMENDED AND RESTATED MASTER LOAN AGREEMENT (this “Agreement”) is made as of the 4th day of October, 2006, between NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (“Borrower”), whose mailing address is 10172 Linn Station Road, Louisville, Kentucky 40223, and THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY, a Wisconsin corporation, whose mailing address is 720 E. Wisconsin Avenue, Milwaukee, WI 53202 (the “Lender”).
MASTER CROSS-COLLATERALIZATION AGREEMENT (Revision Date 4/27/2009)Master Cross-Collateralization Agreement • December 23rd, 2009 • NTS Realty Holdings Lp • Real estate investment trusts • Virginia
THIS MASTER CROSS-COLLATERALIZATION AGREEMENT (this “Agreement”) is made as of the 16th day of December, 2009 by HOLLIDAY FENOGLIO FOWLER, L.P., a limited partnership organized and existing under the laws of Texas (“Lender”), and those parties identified on Exhibit A attached hereto (each referred to individually as a “Grantor” and all referred to collectively as the “Grantors”).
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 14th, 2007 • NTS Realty Holdings Lp • Real estate investment trusts
This First Amendment to Purchase and Sale Agreement (the “First Amendment”) is made and entered into as of the 2nd day of January, 2007 by and between NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (the “Seller”) and MERIDIAN REALTY INVESTMENTS, LLC, a Kentucky limited liability company (the “Purchaser”), and is joined in by COMMONWEALTH LAND TITLE INSURANCE COMPANY (the “Escrow Agent”) as follows:
FORM OF VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • December 28th, 2012 • NTS Realty Holdings Lp • Real estate investment trusts • Delaware
This Voting and Support Agreement, dated as of December 27, 2012 (this “Agreement”), is entered into by and among J.D. Nichols, an individual residing in Kentucky, Brian Lavin, an individual residing in Kentucky, NTS Realty Capital, Inc., a Delaware corporation, NTS Realty Partners, LLC, a Delaware limited liability company, ORIG, LLC, a Delaware limited liability company, Ocean Ridge Investments, Ltd., a Florida limited company, BKK Financial, Inc., an Indiana corporation, The J.D. Nichols Irrevocable Trust for My Daughters, a Kentucky trust (the “Daughters Trust”), The J.D. Nichols Irrevocable Trust for My Grandchildren, a Kentucky trust (the “Grandchildren Trust” and together with the Daughters Trust, the “Trusts”), Gregory A. Wells, as trustee of each of the Trusts, Kimberly Ann Nichols, an individual residing in Kentucky, Zelma Nichols, an individual residing in Kentucky, Brickwood, LLC, a Delaware limited liability company (the foregoing parties each a “Purchasing Group Party” an
FIRST AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENTReal Estate Purchase and Sale Agreement • March 16th, 2007 • NTS Realty Holdings Lp • Real estate investment trusts
THIS FIRST AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENT (“First Amendment”) is made effective as of this 8th day of January, 2007, by and between THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY, a Wisconsin corporation (“Seller”) and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (“NTS”) and OVERLOOK ASSOCIATES, LLC a Colorado limited liability company (“Overlook Associates”). NTS and Overlook Associates are hereinafter referred to collectively as “Buyer.”
REAL ESTATE PURCHASE AND SALE AGREEMENT BETWEEN THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY, A WISCONSIN CORPORATION, AS SELLER AND NTS REALTY HOLDINGS LIMITED PARTNERSHIP, A DELAWARE LIMITED PARTNERSHIP AND OVERLOOK ASSOCIATES, LLC, A COLORADO...Real Estate Purchase and Sale Agreement • March 16th, 2007 • NTS Realty Holdings Lp • Real estate investment trusts
THIS REAL ESTATE PURCHASE AND SALE AGREEMENT (“Agreement”) is made and entered into as of the Effective Date (as defined in the Article hereof entitled “Basic Terms”) between THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY, a Wisconsin corporation (hereinafter referred to as “Seller”), and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (“NTS”) and OVERLOOK ASSOCIATES, LLC a Colorado limited liability company (“Overlook Associates”). NTS and Overlook Associates are hereinafter referred to collectively as “Buyer.”
SECOND AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENTReal Estate Purchase and Sale Agreement • March 16th, 2007 • NTS Realty Holdings Lp • Real estate investment trusts
THIS SECOND AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENT (“Second Amendment”) is made effective as of this 12h day of January, 2007, by and between THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY, a Wisconsin corporation (“Seller”) and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (“NTS”) and OVERLOOK ASSOCIATES, LLC a Colorado limited liability company (“Overlook Associates”). NTS and Overlook Associates are hereinafter referred to collectively as “Buyer.”
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 14th, 2007 • NTS Realty Holdings Lp • Real estate investment trusts
This First Amendment to Purchase and Sale Agreement (the “First Amendment”) is made and entered into as of the 2nd day of January, 2007 by and between NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (the “Seller”) and MERIDIAN REALTY INVESTMENTS, LLC, a Kentucky limited liability company (the “Purchaser”), and is joined in by COMMONWEALTH LAND TITLE INSURANCE COMPANY (the “Escrow Agent”) as follows:
MASTER CASH MANAGEMENT AGREEMENT-CME Lender - Access to Clearing Accounts (REVISION DATE 8-14-2009)Master Cash Management Agreement • December 23rd, 2009 • NTS Realty Holdings Lp • Real estate investment trusts • New York
THIS MASTER CASH MANAGEMENT AGREEMENT (this “Agreement”) is entered into as of the 16th day of December, 2009, by and among those parties identified on Exhibit A attached hereto, each having an address at c/o NTS Development Company, 10172 Linn Station Road, Louisville, Kentucky 40223 (each sometimes referred to individually as a “Borrower” and all sometimes referred to collectively as “Borrowers”), NTS DEVELOPMENT COMPANY, having an address at 10172 Linn Station Road, Louisville, Kentucky 40223 (“Manager”) and HOLLIDAY FENOGLIO FOWLER, L.P., a Texas limited partnership, having an address at 9 Greenway Plaza, Suite 700, Houston, Texas 77046 (together with its successors and assigns, “Lender”).
MORTGAGE, SECURITY AGREEMENT AND FIXTURE FINANCING STATEMENTMortgage, Security Agreement and Fixture Financing Statement • October 23rd, 2006 • NTS Realty Holdings Lp • Real estate investment trusts • Kentucky
THIS MORTGAGE, SECURITY AGREEMENT AND FIXTURE FINANCING STATEMENT (this “Mortgage”) is made as of the 11th day of October, 2006, by NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership, 10172 Linn Station Road, Louisville, Kentucky 40223 (the “Borrower”) in favor of NATIONAL CITY BANK, a national banking association having its principal place of business located at One East Fourth Street, Cincinnati, Hamilton County, Ohio 45202 (the “Bank”).
AGREEMENT OF SALE AND PURCHASEAgreement of Sale and Purchase • August 17th, 2007 • NTS Realty Holdings Lp • Real estate investment trusts
THIS AGREEMENT OF SALE AND PURCHASE (“Agreement”) is made and entered into as of the 19th day of June, 2007 by and between CG STONY POINT, LLC, a Virginia limited liability company with principal office and place of business at 9030 Stony Point Parkway, Suite 500, Richmond, VA 23235-1936 (“Seller”), and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership, with principal office and place of business at 10172 Linn Station Road, Louisville, Kentucky 40223 (“Purchaser”).
FIRST AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENTReal Estate Purchase and Sale Agreement • December 27th, 2010 • NTS Realty Holdings Lp • Real estate investment trusts
THIS FIRST AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENT (the “Amendment”), is made and entered into as of the 14th day of December, 2010, by and between CORAC, LLC, a Delaware limited liability company (“Seller”), and NTS REALTY HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership (“Purchaser”).
