FORM OF AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SCHOTTENSTEIN REALTY LP a Delaware limited partnershipSchottenstein Realty Trust, Inc. • March 14th, 2011 • Real estate investment trusts • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SCHOTTENSTEIN REALTY LP, dated as of March __, 2011 is entered into by and among Schottenstein Realty Trust, Inc., a Maryland corporation as the General Partner (the “General Partner”), Schottenstein Realty LLC, as the initial limited partner (the “Initial Limited Partner”) and the limited partners listed on Exhibit A hereto, as Limited Partners (each a “Limited Partner”).
SCHOTTENSTEIN REALTY TRUST, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • April 13th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the _____ day of __________, 2011, by and between Schottenstein Realty Trust, Inc., a Maryland corporation (the “Company”), and ________________________ (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 13th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • Ohio
This Employment Agreement (“Agreement”) is made and entered into on this ___ day of _________ effective as of _______________ by and between Schottenstein Realty Trust, Inc., a Maryland corporation (the “Company”), and Joseph A. Schottenstein (hereinafter, the “Executive”).
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • March 14th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of , 2011, is made and entered into by and between Schottenstein Realty Trust, Inc., a Maryland corporation (the “Company”), and certain holders listed on Schedule 1 hereto.
TAX PROTECTION AGREEMENTTax Protection Agreement • May 10th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • Delaware
THIS TAX PROTECTION AGREEMENT (“Agreement”), dated as of May , 2011, by and between Schottenstein Realty LP, a Delaware limited partnership (the “OP”), Schottenstein Realty Trust, Inc., a Maryland corporation (the “REIT”) and the parties set forth on Schedule 1 hereto,
MANAGEMENT AGREEMENTManagement Agreement • March 14th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • Ohio
THIS MANAGEMENT AGREEMENT (this “Management Agreement”), effective on the ____ day of ___________, 20__ by and between THE VARIOUS OWNERS OF THE SCHOTTENSTEIN RELATED ENTITIES SHOWN ON EXHIBIT A attached hereto (each, an “Owner”), each having an address at 4300 East Fifth Avenue, Columbus, Ohio 43219, and SCHOTTENSTEIN PROPERTY GROUP, LLC, an Ohio limited liability company (“Manager”), having an office at 4300 East Fifth Avenue, Columbus, Ohio 43219.
SECOND AMENDED AND RESTATED CONTRIBUTION AGREEMENTEscrow Agreement • May 10th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • New York
This Second Amended and Restated Contribution Agreement is made and entered into as of ____________ __, 2011 (this “Agreement”), by and among Schottenstein Realty Trust, Inc., a Maryland corporation and formerly known as 1492 Realty Trust, Inc. (the “Company”), which intends to qualify as a real estate investment trust (a “REIT”) for federal income tax purposes, Schottenstein Realty, LP, a Delaware limited partnership and formerly known as 1492 Realty, LP (the “OP”), and the contributing members set forth on the signature page hereto (each, a “Contributing Member” and, collectively, the “Contributing Members”).
TAX PROTECTION AGREEMENTTax Protection Agreement • March 14th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • Delaware
THIS TAX PROTECTION AGREEMENT (“Agreement”), dated as of ___________ __, 2011, by and between Schottenstein Realty LP, a Delaware limited partnership (the “OP”), Schottenstein Realty Trust, Inc., a Maryland corporation (the “REIT”) and the parties set forth on Schedule 1 hereto,
FORM OF SECOND AMENDED AND RESTATED CONTRIBUTION AGREEMENTContribution Agreement • March 14th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • New York
This Second Amended and Restated Contribution Agreement is made and entered into as of March __, 2011 (this “Agreement”), by and among Schottenstein Realty Trust, Inc., a Maryland corporation and formerly known as 1492 Realty Trust, Inc. (the “Company”), which intends to qualify as a real estate investment trust (a “REIT”) for federal income tax purposes, Schottenstein Realty, LP, a Delaware limited partnership and formerly known as 1492 Realty, LP (the “OP”), and the contributing members set forth on the signature page hereto (each, a “Contributing Member” and, collectively, the “Contributing Members”).
SHARED SERVICES AGREEMENTShared Services Agreement • March 14th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • Ohio
This Shared Services Agreement (this “Agreement”) is made as of this ___ day of _________________, 2011, by and among American Signature, Inc., an Ohio corporation (“ASI”), and Schottenstein Realty, L.P., a Delaware limited partnership (the “Operating Partnership”).
SCHOTTENSTEIN REALTY TRUST, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • April 13th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • Ohio
THIS AWARD AGREEMENT is made by and between Schottenstein Realty Trust, Inc., a Maryland corporation (the “Company”) and (the “Grantee”), dated as of the __ day of ____________, 2011.
SCHOTTENSTEIN REALTY TRUST, INC. Shares of Common Stock Underwriting AgreementSchottenstein Realty Trust, Inc. • May 10th, 2011 • Real estate investment trusts • New York
Schottenstein Realty Trust, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of __________ shares of common stock, $0.01 par value per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional __________ shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
SCHOTTENSTEIN REALTY TRUST, INC. LTIP UNIT AWARD AGREEMENTLtip Unit Award Agreement • April 13th, 2011 • Schottenstein Realty Trust, Inc. • Real estate investment trusts • Delaware
THIS AWARD AGREEMENT is made by and between Schottenstein Realty Trust, Inc., a Maryland corporation (the “Company”), Schottenstein Realty LP, a Delaware limited partnership, (the “Partnership”) and (the “Grantee”), dated as of the __ day of ____________, 2011.
