INDEMNIFICATION AGREEMENTIndemnification Agreement • August 27th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 2010 (the “Effective Date”), by and between US Federal Properties Trust, Inc., a Maryland corporation (the “REIT”, which terms shall include any entity controlled directly or indirectly by the REIT), US Federal Properties Partnership, LP, a Delaware limited partnership (the “Operating Partnership”) and [Party Full Name], an individual (“Indemnitee”). The term “Company” as used in this Agreement is intended to refer to both or either of the REIT and/or the Operating Partnership, as the context requires so as to interpret the relevant provision in such a manner as to permit the broadest scope of allowable indemnification for Indemnitee hereunder permitted by applicable law and regulations.
Shares US Federal Properties Trust, Inc. Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTEquity Underwriting Agreement • September 30th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • New York
US Federal Properties Trust, Inc., a Maryland corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for which you are acting as representatives (the “Representatives”) an aggregate of shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to sell at the Underwriters’ option an aggregate of up to additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • September 30th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Delaware
THIS AMENDMENT TO MEMBERSHIP INTEREST OPTION AGREEMENT (this “Agreement”) is made and entered into as of this 29th day of September, 2010 by and between US Federal Properties Partnership, LP, a Delaware limited partnership, US Federal Properties Trust, Inc., a Maryland corporation (together with OP, the “Company”), and Kevin T. Kelly, an individual (the “Executive”).
REAL ESTATE PURCHASE AGREEMENT by and between THE OXFORD FUND/ORLANDO, L. P., a Pennsylvania limited partnership, as “Seller” and BC DEVELOPMENT CO., LLC, a Missouri limited liability company, as “Buyer”Real Estate Purchase Agreement • September 22nd, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Florida
THIS REAL ESTATE PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 2nd day of August, 2010 (the “Effective Date”), by and between The Oxford Fund/Orlando, L. P., a Pennsylvania limited partnership (“Seller”), and BC DEVELOPMENT CO., LLC, a Missouri limited liability company or its assigns (“Buyer”), for the purchase of certain real property more particularly described herein.
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • August 27th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Maryland
THIS INDEPENDENT DIRECTOR AGREEMENT (the “Agreement”) is made as of the day of , 2010 (the “Effective Date”), between US FEDERAL PROPERTIES TRUST, INC., a Maryland corporation (the “Company”), and THOMAS H. WALKER, an individual (“Director”).
REAL ESTATE PURCHASE AGREEMENT by and between RAINIER CAPITAL ACQUISITIONS, LP, a Texas limited partnership, as “Seller” and BC DEVELOPMENT CO., LLC, a Missouri limited liability company, as “Buyer”Real Estate Purchase Agreement • September 22nd, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Texas
THIS REAL ESTATE PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 31st day of March, 2010 (the “Effective Date”), by and between RAINIER CAPITAL ACQUISITIONS, LP, a Texas limited partnership (“Seller”), and BC DEVELOPMENT CO., LLC, a Missouri limited liability company (“Buyer”), for the purchase of certain real property more particularly described herein.
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF US FEDERAL PROPERTIES PARTNERSHIP, LP (a Delaware limited partnership)Limited Partnership Agreement • July 16th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF US FEDERAL PROPERTIES PARTNERSHIP, LP (the “Partnership”), dated as of _________, 2010, is made and entered into by and among US Federal Properties Trust, Inc., a Maryland corporation (together with its successors and assigns, the “General Partner”), and the Limited Partners set forth on the attached Exhibit A.
CONTRACT OF SALE between South Florida Federal Partners—West Palm Beach, LLC, the Seller, and BC Development Co., LLC the Purchaser, dated August 2, 2010Contract of Sale • September 22nd, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Florida
THIS CONTRACT OF SALE (this “Contract”) is made and entered into as of August 2, 2010 (the “Effective Date”), by and between South Florida Federal Partners—West Palm Beach, LLC (“Seller”) and BC Development Co., LLC (“Purchaser”).
REAL ESTATE PURCHASE AGREEMENT by and between ROCKY BLUFF, L.L.C., an Oklahoma limited liability company and STANDRIDGE & JACKSON DEVELOPMENT, L.L.C., an Oklahoma limited liability company, collectively as “Seller” and BC DEVELOPMENT CO., LLC a...Real Estate Purchase Agreement • September 22nd, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Texas
THIS REAL ESTATE PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 15th day of April, 2010 (the “Effective Date”), by and among BC DEVELOPMENT CO., LLC, a Missouri limited liability company or its assigns (“Buyer”) and ROCKY BLUFF, L.L.C., an Oklahoma limited liability company and STANDRIDGE & JACKSON DEVELOPMENT, L.L.C., an Oklahoma limited liability company (collectively, “Seller”), for the purchase of certain real property more particularly described herein.
ASSIGNMENT AND LICENSE AGREEMENTAssignment and License Agreement • September 22nd, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts
THIS ASSIGNMENT AND LICENSE AGREEMENT (this “Agreement”) is entered into this day of , 2010 (the “Effective Date”) by and among, RICHARD D. BAIER, an individual, CATHLEEN M. BAIER, an individual, DANIEL K. CARR, an individual (collectively, the “Founders”) BC DEVELOPMENT CO., LLC, a Missouri limited liability company (“BCD”, and referred to herein collectively with the Founders as the “Assignor”) and BC DEVELOPMENT CO. - USFP, LLC, a Delaware limited liability company (the “Company”).
AGREEMENT TO PROPOSE INTERNALIZATION OF PROPERTY MANAGEMENTAgreement to Propose Internalization of Property Management • September 17th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts
This Agreement to Propose Internalization of Property Management (“Agreement”) is made as of ____________, 2010, between US FEDERAL TRUST PROPERTIES INC., a Maryland corporation, (“Company”), DANIEL K. CARR, an individual (“Carr”) and RICHARD D. BAIER, an individual (“Baier” and together with Carr, “Owners”), with reference to the following facts:
US FEDERAL PROPERTIES TRUST, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • July 16th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Maryland
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of ________ __, 2010, between US FEDERAL PROPERTIES TRUST, INC., a Maryland corporation (the “Company”), and _____________________ (the “Participant”), is made pursuant to the US Federal Properties Trust, Inc. 2010 Long Term Incentive Plan (the “Plan”). Each capitalized word used in this Agreement without definition shall have the same meaning set forth in the Plan and the terms and conditions of the Plan shall constitute an integral and enforceable part of this Agreement.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 22nd, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Maryland
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2010, is made and entered into by and among US Federal Properties Trust, Inc., a Maryland corporation (the “Company”), and certain persons listed on Schedule 1 (such persons, in their capacity as holders of Registrable Securities, the “Holders”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in Section 1.
OPTION AGREEMENTOption Agreement • September 30th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Delaware
THIS OPTION AGREEMENT (this “Agreement”) is made and entered into this day of , 2010, by and between Richard Baier (“Rick Baier”), Cathleen M. Baier (“Cathy Baier”), Daniel K. Carr (“Dan Carr”), each an individual (Rick Baier, Cathy Baier and Dan Carr hereinafter collectively referred to as the “Contributors”), Daniel K. Carr Revocable Trust under Trust Agreement dated June 1, 2006 (the “Carr Trust”), RDB, LLC, a Missouri limited liability company (“RDB”), CMB Development, LLC, a Missouri limited liability company (“CMB”), Jacksonville VA, LLC, a Missouri limited liability company (“Jacksonville VA”; together with Carr Trust, RDB and CMB, collectively, “Seller”) and U.S. Federal Properties Partnership, LP, a Delaware limited partnership, whose principal address is 4705 Central Street, Kansas City, Missouri 64112, and its successors and assigns (“Purchaser”):
Management Agreement between: US Federal Properties Trust, Inc. and LANE4 Management Inc.Management Agreement • September 22nd, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Missouri
This Management Agreement (“Agreement”) is made as of , 2010, between US Federal Properties Trust, Inc., a Maryland corporation, (“Owner”), and Lane4 Management Inc., (“Manager”), with reference to the following facts:
TAX PROTECTION AGREEMENTTax Protection Agreement • September 22nd, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Delaware
THIS TAX PROTECTION AGREEMENT (this “Agreement”) is made and entered into as of , 2010 by and among US FEDERAL PROPERTIES TRUST, INC., a Maryland corporation (the “REIT”), US FEDERAL PROPERTIES PARTNERSHIP, L.P., a Delaware limited partnership (the “Partnership”), CMB Development, LLC, a Missouri limited liability company, RDB, LLC, a Missouri limited liability company, Daniel K. Carr Revocable Trust u/a dated June 1, 2006, and D’Jac, LLC, a Kansas limited liability company (each a “Protected Partner” and collectively the “Protected Partners”).
CONTRIBUTION AGREEMENTContribution Agreement • July 16th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of May 12, 2010 (“Contract Date”), by and among the parties listed on Exhibit A to this Agreement and signatory hereto (each, a “Contributor” and, collectively, the “Contributors”), and US FEDERAL PROPERTIES PARTNERSHIP, LP, a Delaware limited partnership (the “Operating Partnership”).
