AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CARRAMERICA REALTY OPERATING PARTNERSHIP, L.P.Limited Partnership Agreement • June 30th, 2004 • Carramerica Realty Operating Partnership Lp • Real estate investment trusts • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP, dated as of , 2004, is entered into by and among CarrAmerica Realty Corporation, a Maryland corporation, as the General Partner, and the Persons whose names are set forth on the Partner Registry (as hereinafter defined) as Limited Partners, together with any other Persons who become Partners in the Partnership as provided herein.
AGREEMENT AND PLAN OF MERGER Among CARRAMERICA REALTY CORPORATION, CARRAMERICA REALTY OPERATING PARTNERSHIP, L.P., CARRAMERICA REALTY, L.P., CARR REALTY HOLDINGS, L.P., NANTUCKET PARENT LLC, NANTUCKET ACQUISITION INC., NANTUCKET CRH ACQUISITION L.P....Merger Agreement • March 8th, 2006 • Carramerica Realty Operating Partnership Lp • Real estate investment trusts • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of March 5, 2006 (this “Agreement”), is made and entered into by and among CarrAmerica Realty Corporation, a Maryland corporation (the “Company”), CarrAmerica Realty Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), Carr Realty Holdings, L.P., a Delaware limited partnership (“CRH”), CarrAmerica Realty, L.P., a Delaware limited partnership (“CAR” and together with CRH, the “DownREIT Partnerships” and the DownREIT Partnerships together with the Company and the Operating Partnership, the “Company Parties”), Nantucket Parent LLC, a Delaware limited liability company (“Parent”), Nantucket Acquisition Inc., a Maryland corporation and wholly owned subsidiary of Parent (“MergerCo”), Nantucket CRH Acquisition L.P. , a Delaware limited partnership whose general partner is MergerCo (“CRH Merger Partnership”) and Nantucket CAR Acquisition L.P., a Delaware limited partnership whose general partner is MergerCo (“CAR
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONSStock Purchase Agreement • June 30th, 2004 • Carramerica Realty Operating Partnership Lp • Real estate investment trusts
On December 17, 2003, Carr Realty, L.P., one of our affiliates, entered into an agreement to purchase 4,746 shares of voting common stock and 19,500 shares of non-voting common stock of Carr Real Estate Services, Inc. in exchange for a cash payment of $200,000 from The Oliver Carr Company, an entity in which Oliver T. Carr, Jr., one of our directors, is the trustee of the two trusts that own a majority of the common stock. CarrAmerica assumed all rights and obligations of Carr Realty, L.P. under this agreement and purchased the shares of Carr Real Estate Services, Inc. on December 24, 2003. Carr Real Estate Services, Inc. is now a wholly-owned taxable REIT subsidiary of ours. Mr. Thomas A. Carr, our Chief Executive Officer and Chairman of our Board of Directors, and Mr. Thomas A. Carr’s siblings, Mr. Richard Carr, Mr. Robert O. Carr, Mr. William Carr, Ms. Mary Carr-Doyle and Mr. Oliver T. Carr, III, are beneficiaries of the two trusts that own a majority of the common stock of The Oliv
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • July 5th, 2006 • Carramerica Realty Operating Partnership Lp • Real estate investment trusts • New York
This “Supplemental Indenture” is entered into as of June 30, 2006 by and between CarrAmerica Realty Operating Partnership, L.P., a Delaware limited partnership (the “Company”), as successor to CarrAmerica Realty Corporation, a Maryland corporation (“CARC”), CarrAmerica Realty, L.P., a Delaware limited partnership, as guarantor (the “Guarantor”), and U.S. Bank Trust National Association, a bank association organized under the laws of the United States, as trustee (the “Trustee”).
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • July 5th, 2006 • Carramerica Realty Operating Partnership Lp • Real estate investment trusts • New York
This “Supplemental Indenture” is entered into as of June 30, 2006 by and between CarrAmerica Realty Operating Partnership, L.P., a Delaware limited partnership (the “Company”), CarrAmerica Realty Corporation, a Maryland corporation, as guarantor (“CARC”), CarrAmerica Realty, L.P., a Delaware limited partnership, as guarantor (“CAR,” and together with CARC, the “Guarantors”), and U.S. Bank Trust National Association, a national bank association organized under the laws of the United States, as trustee (the “Trustee”).
CONTRIBUTION AGREEMENT BY AND AMONG CARRAMERICA REALTY CORPORATION, CARRAMERICA OP, LLC AND CARRAMERICA REALTY OPERATING PARTNERSHIP, L.P. DATED AS OF , 2004 EFFECTIVE AS OF , 2004 AT 11:59 p.m. EASTERN DAYLIGHT TIMEContribution Agreement • June 30th, 2004 • Carramerica Realty Operating Partnership Lp • Real estate investment trusts • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of , 2004, and is effective as of , 2004 at 11:59 p.m. Eastern Daylight Time (the “Effective Time”), by and among CarrAmerica Realty Corporation, a Maryland corporation (“CARC”), CarrAmerica OP, LLC, a Delaware limited liability company (“OPLLC”), and CarrAmerica Realty Operating Partnership, L.P., a Delaware limited partnership (“Operating Partnership”).
FORMATION AND CONTRIBUTION AGREEMENT RREEF AMERICA REIT II CORP. TTT AND CARRAMERICA REALTY OPERATING PARTNERSHIP, L.P. CarrAmerica Corporate Center 4400-4460 Rosewood Pleasanton, California Dated as of March 31, 2005Formation and Contribution Agreement • April 6th, 2005 • Carramerica Realty Operating Partnership Lp • Real estate investment trusts • California
THIS FORMATION AND CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of March 31, 2005 (the “Effective Date”), by and between RREEF AMERICA REIT II CORP. TTT, a Maryland corporation (hereinafter called “RREEF”) and CARRAMERICA REALTY OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (hereinafter called “CarrAmerica”).
