REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 19th, 2010 • Eola Property Trust • Real estate investment trusts • Maryland
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2010 by and between Eola Property Trust, a Maryland real estate investment trust (the “Company”), and the holders listed on Schedule I hereto (each an “Initial Holder” and, collectively, the “Initial Holders”).
CONTRIBUTION AGREEMENT by and among ACP-LAURICH PARTNERSHIP LTD., ACP CORNERSTONE HOLDINGS LLC, ACP ORANGE AVENUE INVESTORS LLC, ACP ORLANDO LLC, ACP PEACHTREE CENTER HOLDINGS LLC, ACP/URS MAITLAND MANAGER LLC, ACP WESTSHORE MANAGER LLC, CAT CAPITAL...Contribution Agreement • November 19th, 2010 • Eola Property Trust • Real estate investment trusts • Delaware
This CONTRIBUTION AGREEMENT (including all exhibits and schedules hereto, this “Agreement”) is made and entered into as of October 5, 2010 (the “Effective Date”) by and among Eola Property Trust, L.P., a Delaware limited partnership (the “Operating Partnership”), Eola Property Trust, a Maryland real estate investment trust (the “Company”), ACP-Laurich Partnership, Ltd., ACP Cornerstone Holdings LLC, ACP Orlando LLC, ACP Orange Avenue Investors LLC, ACP Peachtree Center Holdings LLC, ACP/URS Maitland Manager LLC, ACP Westshore Manager LLC, CAT Capital LLC, CP Strategic I LLC, Troy M. Cox, CP Investments I LLC, CYP4 Capital LLC, EB Investors LLC, Eola Capital Investment Fund III LLC, IP4 Capital LLC, JRH-RPT Capital LLC, Henry F. Pratt III, MAIT Capital LLC, Rodolfo Prio Touzet, 1110 VT Capital LLC and William George Evans Revocable Trust dated March 16, 2005. Each of ACP-Laurich Partnership, Ltd., ACP Cornerstone Holdings LLC, ACP Orlando LLC, ACP Orange Avenue Investors LLC, ACP Peacht
AGREEMENT AND PLAN OF MERGER by and between EOLA OFFICE PARTNERS LLC and EOLA PROPERTY TRUST Dated as of October 5, 2010Merger Agreement • November 19th, 2010 • Eola Property Trust • Real estate investment trusts • Maryland
REPRESENTATION AND WARRANTY INDEMNIFICATION AGREEMENTRepresentation and Warranty Indemnification Agreement • November 19th, 2010 • Eola Property Trust • Real estate investment trusts • Delaware
This REPRESENTATION AND WARRANTY INDEMNIFICATION AGREEMENT (including all exhibits and schedules hereto, this “Agreement”) is made and entered into as of October 5, 2010 (the “Effective Date”) by and among Eola Property Trust (the “Company”) and Eola Property Trust, L.P. (the “Operating Partnership”), on the one hand, and James R. Heistand, Rodolfo Prio Touzet, Troy M. Cox, Henry F. Pratt III and Scott Francis (collectively, the “Indemnitors”), on the other hand.
CONTRIBUTION AGREEMENT by and among 1010 STREET ATLANTA LLP, PRIMERA V, L.P, TAMPA PROPERTIES, L.P., PEACHTREE CENTER L.L.L.P., CORNERSTONE ATLANTA LP, EOLA PROPERTY TRUST, L.P. and EOLA PROPERTY TRUST Dated as of August 9, 2010Contribution Agreement • November 19th, 2010 • Eola Property Trust • Real estate investment trusts • Delaware
This CONTRIBUTION AGREEMENT (including all exhibits and schedules hereto, this “Agreement”) is made and entered into as of August 9, 2010 (the “Effective Date”) by and among Eola Property Trust, L.P., a Delaware limited partnership (the “Operating Partnership”), Eola Property Trust, a Maryland real estate investment trust (the “Company”), 1010 Street Atlanta LLP, a Georgia limited liability limited partnership, Primera V, L.P., a Texas limited partnership, Tampa Properties, L.P., a Texas limited partnership, Peachtree Center L.L.L.P., a Georgia limited liability limited partnership, and Cornerstone Atlanta LP, a Texas limited partnership. Each of 1010 Street Atlanta LLP, Primera V, L.P., Tampa Properties, L.P., Peachtree Center L.L.L.P. and Cornerstone Atlanta LP is referred to herein as a “Contributor,” and collectively as the “Contributors.”
CONTRIBUTION AGREEMENT by and among UTAH STATE RETIREMENT INVESTMENT FUND, EOLA PROPERTY TRUST, L.P. and EOLA PROPERTY TRUST Dated as of August 6, 2010Contribution Agreement • November 19th, 2010 • Eola Property Trust • Real estate investment trusts • Delaware
This CONTRIBUTION AGREEMENT (including all exhibits and schedules hereto, this “Agreement”) is made and entered into as of August 6, 2010 (the “Effective Date”) by and among EOLA PROPERTY TRUST, L.P., a Delaware limited partnership (the “Operating Partnership”), EOLA PROPERTY TRUST, a Maryland real estate investment trust (the “Company”) and Utah State Retirement Investment Fund, a common trust fund created pursuant to the statutes of the State of Utah (the “Contributor”).
AGREEMENT AND PLAN OF MERGER by and among EOLA CAPITAL LLC, EOLA PROPERTY TRUST, L.P., EOLA MERGERSUB LLC and EOLA PROPERTY TRUST Dated as of October 5, 2010Merger Agreement • November 19th, 2010 • Eola Property Trust • Real estate investment trusts • Florida
This AGREEMENT AND PLAN OF MERGER (including all exhibits and schedules hereto, this “Agreement”) is made and entered into as of October 5, 2010 (the “Effective Date”) by and among Eola Property Trust, L.P., a Delaware limited partnership (the “Operating Partnership”), Eola Property Trust, a Maryland real estate investment trust (the “Company”), Eola MergerSub LLC, a Florida limited liability company and a wholly-owned subsidiary of the Operating Partnership (“MergerSub”) and Eola Capital LLC, a Florida limited liability company (“Eola Capital”).
REPRESENTATION AND WARRANTY INDEMNIFICATION AGREEMENTRepresentation and Warranty Indemnification Agreement • November 19th, 2010 • Eola Property Trust • Real estate investment trusts • Delaware
This REPRESENTATION AND WARRANTY INDEMNIFICATION AGREEMENT (including all exhibits and schedules hereto, this “Agreement”) is made and entered into as of October 5, 2010 (the “Effective Date”) by and among Eola Property Trust (the “Company”) and Eola Property Trust, L.P. (the “Operating Partnership”), on the one hand, and James R. Heistand, Rodolfo Prio Touzet, Troy M. Cox, David O’Reilly, Henry F. Pratt III and Scott Francis (collectively, the “Indemnitors”), on the other hand.
