INDEMNIFICATION AGREEMENTIndemnification Agreement • November 1st, 2017 • Workspace Property Trust • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 2017, by and between Workspace Property Trust, a Maryland real estate investment trust (the “Company”), and (“Indemnitee”).
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WORKSPACE PROPERTY TRUST, L.P. a Delaware limited partnershipLimited Partnership Agreement • October 27th, 2017 • Workspace Property Trust • Real estate investment trusts • Delaware
The undersigned Holder of LTIP/Performance Units hereby irrevocably elects to convert the number of LTIP/Performance Units in Workspace Property Trust, L.P. (the “Partnership”) set forth below into Partnership Common Units in accordance with the terms of the Amended and Restated Agreement of Limited Partnership of the Partnership, as amended. The undersigned hereby represents, warrants, and certifies that the undersigned (a) has title to such LTIP/Performance Units, free and clear of the rights or interests of any other person or entity other than the Partnership; (b) has the full right, power, and authority to cause the conversion of such LTIP/Performance Units as provided herein; and (c) has obtained the consent or approval of all persons or entities, if any, having the right to consent or approve such conversion.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 22nd, 2017 • Workspace Property Trust • Real estate investment trusts • New York
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into , 2018 (the “Effective Date”), by and between Roger W. Thomas (“Executive”), Workspace Property Trust, a Maryland real estate investment trust (the “Trust”), and (the “Employer”) (the Trust and the Employer being sometimes hereinafter jointly referred to as the “Company”).
Workspace Property Trust Common Shares of Beneficial Interest, $0.01 Par Value per Share Underwriting AgreementUnderwriting Agreement • November 1st, 2017 • Workspace Property Trust • Real estate investment trusts • New York
Workspace Property Trust, a Maryland real estate investment trust (the “Company”), and Workspace Property Trust, L.P., a Delaware limited partnership (the “Operating Partnership” and, together with the Company, the “Transaction Entities”), propose, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (collectively, the “Underwriters,” and, individually, an “Underwriter”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] common shares (the “Firm Shares”) of beneficial interest, $0.01 par value per share (“Common
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 27th, 2017 • Workspace Property Trust • Real estate investment trusts • New York
THIS REGISTRATION RIGHTS AGREEMENT, dated as of [ · ], 2017, is entered into by and among Workspace Property Trust, a Maryland real estate investment trust (the “Company”), Workspace Property Trust, L.P., a Delaware limited partnership (the “Operating Partnership”), and the holders listed on Schedule I hereto (each an “Initial Holder” and, collectively, the “Initial Holders”).
AGREEMENT REGARDING FORMATION TRANSACTIONSAgreement Regarding Formation Transactions • November 1st, 2017 • Workspace Property Trust • Real estate investment trusts • Delaware
This Agreement Regarding Formation Transactions (this “Agreement”) dated as of October 13, 2017, is made and entered into by and among Workspace RVFP, L.P., a Delaware limited partnership (the “General Partner”), as the general partner of Workspace Property Trust, L.P., a Delaware limited partnership (the “Partnership”), and the partners of each of the Partnership, the General Partner and Workspace Property Management, L.P., a Delaware limited partnership (“WPM”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Partnership Agreement (as defined below).
TIME-BASED LTIP UNIT AGREEMENT (2017)Ltip Unit Agreement • November 9th, 2017 • Workspace Property Trust • Real estate investment trusts • Maryland
This LTIP Unit Agreement (this “Agreement”), dated as of , 2017 (the “Grant Date”), is made by and between Workspace Property Trust, a Maryland real estate investment trust (the “Trust”), Workspace Property Trust, L.P., a Delaware limited partnership (the “Partnership”), and (the “Participant”).
CONTRIBUTION AGREEMENTContribution Agreement • November 1st, 2017 • Workspace Property Trust • Real estate investment trusts • Delaware
THIS CONTRIBUTION AGREEMENT (the “Agreement”), dated as of November , 2017 (the “Effective Date”), is made and entered into by and among WORKSPACE PROPERTY TRUST, L.P., a Delaware limited partnership (the “Partnership”), and the partners of Workspace Property Management, L.P., a Delaware limited partnership (“WPM”), listed on Exhibit A attached hereto (each a “Contributor” and collectively, the “Contributors”).
SUPPLEMENTAL REGISTRATION RIGHTS AGREEMENTSupplemental Registration Rights Agreement • December 22nd, 2017 • Workspace Property Trust • Real estate investment trusts • New York
SUPPLEMENTAL REGISTRATION RIGHTS AGREEMENT, dated as of November , 2017 (this “Agreement”), by and between Workspace Property Trust, a Maryland real estate investment trust (the “Company”), and Safanad Suburban Office Partnership, LP, a Delaware limited partnership (“Safanad” and together with the Company, the “Parties” and each individually a “Party”).
PURCHASE AND REGISTRATION RIGHTS AGREEMENTPurchase and Registration Rights Agreement • November 9th, 2017 • Workspace Property Trust • Real estate investment trusts • New York
PURCHASE AND REGISTRATION RIGHTS AGREEMENT, dated as of November [ · ], 2017 (this “Agreement”), by and between Workspace Property Trust, a Maryland real estate investment trust (the “Company”) and Safanad Suburban Office Partnership, LP (“SSOP”), a Delaware limited partnership, SSOP Management, LLC (“SSOP Management”), a Delaware limited liability company, and SSOP SLP Splitter, LLC (“SSOP Splitter”), a Delaware limited liability company (each of SSOP, SSOP Management and SSOP Splitter being referred to herein individually as a “Safanad Entity” and collectively as “Safanad”).
REDEMPTION AND RESTRICTED SHARE PURCHASE AGREEMENTRedemption and Restricted Share Purchase Agreement • November 1st, 2017 • Workspace Property Trust • Real estate investment trusts • New York
THIS REDEMPTION AND RESTRICTED SHARE PURCHASE AGREEMENT (this “Agreement”) is dated as of October 13, 2017, by and among SM WPT PREFERRED LLC, a Delaware limited liability company (“Preferred Member”), SQUARE MILE PARTNERS IV-B LP, a Delaware limited partnership (“Fund IV”), SQUARE MILE WPT PREFERRED OWNER LLC, a Delaware limited liability company (“Preferred Owner”, and together with Preferred Member and Fund IV, collectively, “SM Preferred”), SM WPT COMMON LLC, a Delaware limited liability company (“Common Member”), SQUARE MILE WPT COMMON OWNER LLC, a Delaware limited liability company (“Common Owner”, and together with Common Member, “SM Common”), WORKSPACE PROPERTY TRUST, L.P., a Delaware limited partnership (“WPT”), and WORKSPACE PROPERTY TRUST, a Maryland real estate investment trust (the “REIT”). Capitalized terms used and not defined herein shall have the meanings for such terms set forth in the Amended and Restated Limited Partnership Agreement of WPT, dated as of October 3, 2
LTIP UNIT AGREEMENT (2017)Ltip Unit Agreement • November 9th, 2017 • Workspace Property Trust • Real estate investment trusts • Maryland
This LTIP Unit Agreement (this “Agreement”), dated as of , 2017 (the “Grant Date”), is made by and between Workspace Property Trust, a Maryland real estate investment trust (the “Trust”), Workspace Property Trust, L.P., a Delaware limited partnership (the “Partnership”), and (the “Participant”). Capitalized terms used herein and not defined shall have the meaning ascribed to them in the Second Amended and Restated Agreement of Limited Partnership of the Partnership (the “Partnership Agreement”).
ContractUse of Space and Administrative Services Agreement • December 22nd, 2017 • Workspace Property Trust • Real estate investment trusts • New York
THIS USE OF SPACE AND ADMINISTRATIVE SERVICES AGREEMENT, is dated December , 2017, and is effective as of the Effective Date (defined below), by and between RIZK VENTURES LLC a Delaware limited liability company (“Service Provider”), and WORKSPACE PROPERTY TRUST, a Maryland real estate investment trust (“Service Recipient”).
PERFORMANCE-BASED LTIP UNIT AGREEMENT (2017)Performance-Based Ltip Unit Agreement • November 9th, 2017 • Workspace Property Trust • Real estate investment trusts • Maryland
This LTIP Unit Agreement (this “Agreement”), dated as of , 2017 (the “Grant Date”), is made by and between Workspace Property Trust, a Maryland real estate investment trust (the “Trust”), Workspace Property Trust, L.P., a Delaware limited partnership (the “Partnership”), and (the “Participant”).
