CREDIT AGREEMENT Dated as of January 19, 2011 among AMERICAN ASSETS TRUST, L.P., as the Borrower, AMERICAN ASSETS TRUST, INC., as a Guarantor, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders...Credit Agreement • January 20th, 2011 • American Assets Trust, Inc. • Real estate investment trusts • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of January 19, 2011 among AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership (the “Borrower”), AMERICAN ASSETS TRUST, INC. a Maryland corporation (the “REIT”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 11th, 2011 • American Assets Trust, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 20 , by and between American Assets Trust, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P. a Maryland limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE...Limited Partnership Agreement • January 19th, 2011 • American Assets Trust, Inc. • Real estate investment trusts • Maryland
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P., dated as of January 19, 2011, is made and entered into by and among AMERICAN ASSETS TRUST, INC., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 2nd, 2014 • American Assets Trust, Inc. • Real estate investment trusts • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), effective as of March 25, 2014 (the "Effective Date"), is entered into by and among American Assets Trust, Inc., a Maryland corporation (the “REIT”), American Assets Trust, L.P., a Maryland limited partnership (the “Operating Partnership”) and John W. Chamberlain (the “Executive”).
AMERICAN ASSETS TRUST, INC.$150,000,000 of Common StockEQUITY DISTRIBUTION AGREEMENTDated: May 6, 2013Equity Distribution Agreement • May 7th, 2013 • American Assets Trust, Inc. • Real estate investment trusts • New York
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P. a Maryland limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE...Agreement of Limited Partnership • December 17th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • Maryland
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P., dated as of [ ], 2011, is made and entered into by and among AMERICAN ASSETS TRUST, INC., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of January 9, 2014 among AMERICAN ASSETS TRUST, L.P., as the Borrower, AMERICAN ASSETS TRUST, INC., as a Guarantor, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and...Credit Agreement • January 9th, 2014 • American Assets Trust, Inc. • Real estate investment trusts • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of January 9, 2014 among AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership (the “Borrower”), AMERICAN ASSETS TRUST, INC. a Maryland corporation (the “REIT”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
AMERICAN ASSETS TRUST, INC. (a Maryland corporation) 27,500,000 Shares of Common Stock UNDERWRITING AGREEMENT Dated: January 12, 2011Underwriting Agreement • January 19th, 2011 • American Assets Trust, Inc. • Real estate investment trusts • New York
American Assets Trust, Inc., a Maryland corporation (the “Company”), and American Assets Trust, L.P., a Maryland limited partnership (the “Operating Partnership” and, together with the Company, the “Transaction Entities”), confirm their respective agreements with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Wells Fargo Securities, LLC (“Wells Fargo”) and Morgan Stanley & Co. Incorporated (“Morgan Stanley”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Wells Fargo and Morgan Stanley are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.01 per share, of the Company (“Common Stock”) set for
EMPLOYMENT AGREEMENTEmployment Agreement • January 19th, 2011 • American Assets Trust, Inc. • Real estate investment trusts • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of January 19, 2011, is entered into by and among American Assets Trust, Inc., a Maryland corporation (the “REIT”), American Assets Trust, L.P., a Maryland limited partnership (the “Operating Partnership”) and Ernest S. Rady (the “Executive”).
FRANCHISE LICENSE AGREEMENT EMBASSY SUITES - WAIKIKI BEACH WALK HONOLULU, HAWAIIFranchise License Agreement • October 20th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • New York
Dated as of the date set forth on the Rider attached hereto as Attachment B (the “Rider”) between the licensor entity set forth on the Rider (“we,” “us,” “our” or “Licensor”), and the licensee entity (“you,” “your” or “Licensee”), the name and address of which is set forth on the Rider.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 19th, 2011 • American Assets Trust, Inc. • Real estate investment trusts • California
THIS REGISTRATION RIGHTS AGREEMENT is entered into as of January 19, 2011 by and among American Assets Trust, Inc., a Maryland corporation (the “Company”), and the holders listed on Schedule I hereto (each an “Initial Holder” and, collectively, the “Initial Holders”).
ContractDeed of Trust and Security Agreement • October 10th, 2012 • American Assets Trust, Inc. • Real estate investment trusts
THIS DEED OF TRUST AND SECURITY AGREEMENT (this “Security Instrument”) is made as of the 10th day of October, 2012, by AAT CC BELLEVUE, LLC, a Delaware limited liability company (“Borrower”), as grantor, having an address at 11455 El Camino Real, Suite 200, San Diego, California 92130, Attention: John Chamberlain and Robert Barton in favor of CHICAGO TITLE COMPANY OF WASHINGTON, a Washington corporation, having an office at 701 5th Avenue, 23 Floor, Seattle, Washington 98104 (“Trustee”), as grantee, for the benefit of PNC BANK, NATIONAL ASSOCIATION, a national banking association (together with its successors and assigns, “Lender”), having an address at c/o Midland Loan Services, Inc., 10851 Mastin, Suite #300, Overland Park, Kansas 66210, Reference Loan Number 940960335, as beneficiary.
LOAN AGREEMENT Dated as of August 5, 2005 Between FIRST STATES INVESTORS 239, LLC, as Borrower and BANK OF AMERICA, N.A., as LenderLoan Agreement • September 13th, 2010 • American Assets Trust, Inc.
THIS LOAN AGREEMENT, dated as of August 5, 2005 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between BANK OF AMERICA, N.A., a national banking association, having an address at 214 North Tryon Street, Charlotte, North Carolina 28255 (together with its successors and/or assigns, “Lender”) and FIRST STATES INVESTORS 239, LLC, a Delaware limited liability company having an address at c/o American Financial Realty Trust, 680 Old York Road, Suite 200, Jenkintown, Pennsylvania 19046 (together with its successors and/or assigns, “Borrower”).
AMERICAN ASSETS TRUST, INC. RESTRICTED STOCK AWARD GRANT NOTICE AND RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • December 6th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • California
American Assets Trust, Inc., a Maryland corporation (the “Company”), pursuant to its 2011 Equity Incentive Award Plan (the “Plan”), hereby grants to the individual listed below (“Participant”) the number of shares of the Company’s Stock (the “Shares”) set forth below. This Restricted Stock award is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Award Agreement attached hereto as Exhibit A (the “Restricted Stock Agreement”) and the Plan, which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Restricted Stock Agreement.
AGREEMENT AND PLAN OF MERGER DATED AS OF SEPTEMBER 13, 2010 BY AND AMONG AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership [OP SUB REVERSE MERGER ENTITY MERGER SUB] a [ ] AND [OP SUB REVERSE MERGER ENTITY] a [ ]Merger Agreement • October 20th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • California
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of September 13, 2010, by and among American Assets Trust, L.P., a Maryland limited partnership (the “Operating Partnership”) and a subsidiary of American Assets Trust, Inc., a Maryland corporation (the “REIT”), [OP Sub Reverse Merger Entity], a [ ] (the “SPE”), and [OP Sub Reverse Merger Entity Merger Sub], a Delaware limited liability company to be formed prior to the Effective Time (defined below) and to be wholly-owned by the Operating Partnership (“Merger Sub”).
AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 17th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • California
This AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is entered into as of December 16, 2010, by and among American Assets Trust, Inc., a Maryland corporation (the “REIT”), [•] (the “SPE”), and [•], a Delaware limited liability company to be formed prior to the Closing Date and to be wholly-owned by the REIT (the “Merger Sub”). The REIT, the SPE and the Merger Sub are referred to herein from time to time individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Merger Agreement (as defined below).
FRANCHISE LICENSE AGREEMENT EMBASSY SUITES – WAIKIKI BEACH WALK Honolulu, HawaiiFranchise License Agreement • January 19th, 2011 • American Assets Trust, Inc. • Real estate investment trusts • New York
This Franchise License Agreement is dated as of the Effective Date between Embassy Suites Franchise LLC (“we,” “us,” “our” or “Licensor”) and the licensee entity (“you,” “your” or “Licensee”) set forth in the Rider attached as Attachment B.
AGREEMENT AND PLAN OF MERGER DATED AS OF SEPTEMBER 13, 2010 BY AND AMONG AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership [OP SUB REVERSE MERGER ENTITY MERGER SUB] a [ ] AND [OP SUB REVERSE MERGER ENTITY] a [ ]Merger Agreement • September 13th, 2010 • American Assets Trust, Inc. • California
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of September 13, 2010, by and among American Assets Trust, L.P., a Maryland limited partnership (the “Operating Partnership”) and a subsidiary of American Assets Trust, Inc., a Maryland corporation (the “REIT”), [OP Sub Reverse Merger Entity], a [ ] (the “SPE”), and [OP Sub Reverse Merger Entity Merger Sub], a Delaware limited liability company to be formed prior to the Effective Time (defined below) and to be wholly-owned by the Operating Partnership (“Merger Sub”).
AMERICAN ASSETS TRUST, INC. 2011 EQUITY INCENTIVE AWARD PLANRestricted Stock Award Agreement • May 2nd, 2014 • American Assets Trust, Inc. • Real estate investment trusts • California
TRANSITION SERVICES AGREEMENTTransition Services Agreement • January 19th, 2011 • American Assets Trust, Inc. • Real estate investment trusts • California
This Transition Services Agreement (this “Agreement”) is entered as of January 19, 2011 by and among American Assets, Inc., a California corporation (“AAI”), and American Assets Trust, L.P., a Maryland limited partnership (“AAT”). AAI and AAT are sometimes referred to individually, each as a “Party” and, collectively, as the “Parties”.
OP CONTRIBUTION AGREEMENT DATED AS OF SEPTEMBER 13, 2010 BY AND AMONG AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership AMERICAN ASSETS TRUST, INC., a Maryland corporation AND THE CONTRIBUTORS as set forth on Schedule I heretoContribution Agreement • September 13th, 2010 • American Assets Trust, Inc. • California
THIS OP CONTRIBUTION AGREEMENT is made and entered into as of September 13, 2010 (this “Agreement”), by and among American Assets Trust, L.P., a Maryland limited partnership (the “Operating Partnership”), American Assets Trust, Inc., a Maryland corporation (the “REIT”), and the contributors whose names appear on Schedule I hereto (each a “Contributor” and, collectively the “Contributors”). Certain capitalized terms are defined in Section 6.02 of this Agreement.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • July 31st, 2012 • American Assets Trust, Inc. • Real estate investment trusts • Washington
This PURCHASE AND SALE AGREEMENT (this “Agreement”) is entered into by CITY CENTER BELLEVUE PROPERTY LLC, a Delaware limited liability company (“Seller”), and AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership (“Purchaser”), as of July 30, 2012 (the “Effective Date”).
TAX PROTECTION AGREEMENTTax Protection Agreement • January 19th, 2011 • American Assets Trust, Inc. • Real estate investment trusts • California
This TAX PROTECTION AGREEMENT (this “Agreement”) is entered into as of January 19, 2011, by and among American Assets Trust, Inc., a Maryland corporation (the “REIT”), American Assets Trust, L.P., a Maryland limited partnership (the “Operating Partnership”), each Protected Partner identified as a signatory on Schedule I, as amended from time to time, each Guaranty Partner identified as a signatory on Schedule II, as amended from time to time, and each Non-Qualified Liability Partner identified as a signatory on Schedule III, as amended from time to time.
AMERICAN ASSETS TRUST, INC.$150,000,000 of Common StockEQUITY DISTRIBUTION AGREEMENTDated: May 6, 2013Equity Distribution Agreement • May 7th, 2013 • American Assets Trust, Inc. • Real estate investment trusts • New York
OP SUB CONTRIBUTION AGREEMENT DATED AS OF SEPTEMBER 13, 2010 BY AND AMONG AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership [OP SUBSIDIARY ENTITY], a Delaware limited liability company AMERICAN ASSETS TRUST, INC., a Maryland corporation AND...Contribution Agreement • October 20th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • California
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P., dated as of [ ], 2010, is made and entered into by and among AMERICAN ASSETS TRUST, INC., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.
MANAGEMENT AGREEMENT FORManagement Agreement • October 20th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • Hawaii
THIS MANAGEMENT AGREEMENT (this “Agreement”) is executed effective as of November 1, 2007 (the “Commencement Date”), by and between ABW HOLDINGS LLC, a Delaware limited liability company (“Owner”), and RETAIL RESORT PROPERTIES LLC, a Hawaii limited liability company (“Manager”).
AMERICAN ASSETS TRUST, INC.$150,000,000 of Common StockEQUITY DISTRIBUTION AGREEMENTDated: May 6, 2013Equity Distribution Agreement • May 7th, 2013 • American Assets Trust, Inc. • Real estate investment trusts • New York
PURCHASE AGREEMENT between TWO MAIN DEVELOPMENT LLC, a Delaware limited liability company and AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership March 1, 2011 First and Main 100 SW Main Street Portland, Oregon 97204Purchase Agreement • March 3rd, 2011 • American Assets Trust, Inc. • Real estate investment trusts • Oregon
THIS PURCHASE AGREEMENT (this “Agreement”), is entered into as of March 1, 2011, by and between TWO MAIN DEVELOPMENT LLC, a Delaware limited liability company (“Seller”), and AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership (“Buyer”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 10th, 2015 • American Assets Trust, Inc. • Real estate investment trusts • California
THIS COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of March 9, 2015 by and between American Assets Trust, Inc., a Maryland corporation (the “Company”), and Explorer Insurance Company, a California corporation (the “Purchaser”).
AMERICAN ASSETS TRUST, INC. 2011 EQUITY INCENTIVE AWARD PLAN RESTRICTED STOCK AWARD GRANT NOTICE AND RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • December 6th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • California
PROMISSORY NOTEPromissory Note • October 10th, 2012 • American Assets Trust, Inc. • Real estate investment trusts
FOR VALUE RECEIVED, AAT CC BELLEVUE, LLC, a Delaware limited liability company (“Borrower”), as maker, having an address at 11455 El Camino Real, Suite 200, San Diego, California 92130, Attention: Robert Barton and John Chamberlain, hereby unconditionally promises to pay to the order of PNC BANK, NATIONAL ASSOCIATION, a national banking association, having an address at c/o Midland Loan Services, Inc., 10851 Mastin, Suite #300, Overland Park, Kansas 66210, Reference Loan Number 940960335 (together with its successors and assigns, “Lender”), or at such other place as the holder hereof may from time to time designate in writing, the aggregate principal sum of $111,000,000.00, in lawful money of the United States of America, with interest thereon to be computed from the date of this Note at the Applicable Interest Rate (defined below), and to be paid in installments as follows:
LOAN ASSUMPTION AGREEMENTLoan Assumption Agreement • September 13th, 2010 • American Assets Trust, Inc.
THIS LOAN ASSUMPTION AGREEMENT (this “Agreement”) is made and entered into as of May 15, 2007 (the “Effective Date”) by and between First States Investors 239, LLC, a Delaware limited liability company (“Prior Owner”); First States Group, L.P., a Delaware limited partnership (“Prior Guarantor”); Novato FF Property, LLC, a Delaware limited liability company (“Borrower”); American Assets, Inc., a California corporation (“New Guarantor”); Bank of America, N.A., as Master Servicer (as defined in the Intercreditor Agreement) (“Servicer”) for LaSalle Bank National Association, as Trustee for the registered holders of Banc of America Commercial Mortgage Inc. Commercial Mortgage Pass-Through Certificates, Series 2005-5 (“Note A-1 Lender”) and Wells Fargo Bank, N.A., as Trustee for the benefit of holders of GE Commercial Mortgage Corporation, Mortgage Pass-Through Certificates, Series 2005-C4 (“Note A-2 Lender”; Note A-1 Lender and Note A-2 Lender are collectively hereinafter referred to as “Le
AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 17th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • California
This AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is entered into as of December 16, 2010, by and among American Assets Trust, Inc., a Maryland corporation (the “REIT”), and the parties identified on Schedule I hereto (each a “Forward REIT Merger Entity” and, collectively the “Forward REIT Merger Entities”). The REIT and the Forward REIT Merger Entities are referred to herein from time to time individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Merger Agreement (as defined below).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 10th, 2012 • American Assets Trust, Inc. • Real estate investment trusts • New York
SECOND AMENDMENT, dated as of January 10, 2012 (this “Agreement”), to the Credit Agreement, dated as of January 19, 2011 (as heretofore and hereafter amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among AMERICAN ASSETS TRUST, L.P., a Maryland limited partnership (the “Borrower”), AMERICAN ASSETS TRUST, INC. a Maryland corporation (“REIT”), the lenders from time to time party thereto (the “Lenders”), BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, together with any successor administrative agent, the “Administrative Agent”) and BANK OF AMERICA, N.A., as Swing Line Lender and L/C Issuer thereunder. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement.
AMENDMENT TO OP SUB CONTRIBUTION AGREEMENTOp Sub Contribution Agreement • December 17th, 2010 • American Assets Trust, Inc. • Real estate investment trusts • California
This AMENDMENT TO OP SUB CONTRIBUTION AGREEMENT (this “Amendment”) is entered into as of December 16, 2010, by and among American Assets Trust, L.P., a Maryland limited partnership (the “Operating Partnership”), American Assets Trust, Inc., a Maryland corporation (the “REIT”), [•], a Delaware limited liability company to be formed prior to the Closing Date and to be wholly owned by the Operating Partnership (the “OP Subsidiary”), and the contributors whose names appear on Schedule I hereto (each a “Contributor” and, collectively the “Contributors”). The REIT, the Operating Partnership, the OP Subsidiary and the Contributors are referred to herein from time to time individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Contribution Agreement (as defined below).
