INDEMNIFICATION AGREEMENTIndemnification Agreement • June 17th, 2019 • Priam Properties Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 2019, effective as of , 2019 (the “Effective Date”), by and between Priam Properties Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).
LOAN AGREEMENT Dated as of January 14, 2016 BetweenLoan Agreement • June 17th, 2019 • Priam Properties Inc. • Real estate investment trusts
THIS LOAN AGREEMENT, dated as of January 14, 2016 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between WELLS FARGO BANK, NATIONAL ASSOCIATION, having an address at Wells Fargo Center, 1901 Harrison Street, 2nd Floor, Oakland, California 94612 (together with its successors and/or assigns, “Lender”) and CHASE CORPORATE CENTER, LLC, a Delaware limited liability company having an address at c/o Priam Capital, 201 Fourth Avenue North, Nashville, Tennessee 37219 (together with its permitted successors and/or assigns, “Borrower”).
CONTRIBUTION AGREEMENTContribution Agreement • June 17th, 2019 • Priam Properties Inc. • Real estate investment trusts • New York
This CONTRIBUTION AGREEMENT (this “Agreement”) is made as of June 5, 2019 by and among Primacy III Manager LLC, a Delaware limited liability company (“Contributor”), Priam Office Properties OP LP, a Delaware limited partnership (the “Operating Partnership”), Priam Properties Inc., a Maryland corporation (the “REIT”), Priam Capital GP, LLC, a Delaware limited liability company, and Priam Investors GP, LLC, a Delaware limited liability company (together with Priam Capital GP, LLC, the “Priam GPs”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 17th, 2019 • Priam Properties Inc. • Real estate investment trusts • Tennessee
THIS EMPLOYMENT AGREEMENT, effective as of the Effective Date (as hereinafter defined) between PRIAM PROPERTIES, INC., a Maryland corporation (the “Company”), and BRIAN C. ADAMS (the “Executive”), recites and provides as set forth herein. Capitalized terms that are not defined herein and that are defined in the Priam Properties Inc. 2019 Equity Incentive Plan (the “Plan”) have the meaning set forth in the Plan.
CONTRIBUTION AGREEMENTContribution Agreement • June 17th, 2019 • Priam Properties Inc. • Real estate investment trusts • Delaware
This CONTRIBUTION AGREEMENT (this “Agreement”) is made as of May 22, 2019 by and among Hall Capital, LLC, an Oklahoma limited liability company (“Contributor”), Priam Office Properties OP LP, a Delaware limited partnership (the “Operating Partnership”), and Priam Properties Inc., a Maryland corporation (the “REIT”).
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PRIAM OFFICE PROPERTIES OP LP (a Delaware limited partnership)Original Agreement • June 17th, 2019 • Priam Properties Inc. • Real estate investment trusts • Delaware
Priam Office Properties OP LP (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Secretary of State of the State of Delaware effective as of July 5, 2018 and an Agreement of Limited Partnership entered into as of July 5, 2018 (the “Original Agreement”), by and between Priam Properties Inc., a Maryland corporation (“Priam REIT” or the “General Partner”), and Abhishek Mathur (the “Original Limited Partner”). This First Amended and Restated Agreement of Limited Partnership is entered into this [•] day of [•], 2019 among the General Partner and the Limited Partners set forth on Exhibit A hereto, for the purpose of amending and restating the Agreement of Limited Partnership.
PRIAM PROPERTIES INC. NOTICE OF LTIP UNIT AWARDAward Agreement • June 17th, 2019 • Priam Properties Inc. • Real estate investment trusts • Delaware
Subject to the terms and conditions of this Notice of LTIP Unit Award (this “Notice”), the LTIP Unit Award Agreement attached hereto (the “Award Agreement”), the Priam Properties Inc. 2019 Equity Incentive Plan (the “Plan”), and the First Amended and Restated Agreement of Limited Partnership of Priam Office Properties OP LP, dated as of , 2019, as amended from time to time (the “Partnership Agreement”), Priam Properties Inc., a Maryland corporation (the “Company”), as the sole general partner of Priam Office Properties OP LP (the “Partnership”), hereby grants the below individual (the “Participant”) the below number of LTIP Units. Unless otherwise specifically indicated, capitalized terms used in this Notice but not otherwise defined herein shall have their respective meanings set forth in the Award Agreement or the Plan.
Registration Rights AgreementRegistration Rights Agreement • May 22nd, 2019 • Priam Properties Inc. • Real estate investment trusts • Maryland
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [·], 2019 by and between Priam Properties Inc., a Maryland corporation (the “Company”), and [·], a [·] limited liability company (the “Initial Holder”).
PRIAM PROPERTIES INC. Stock Award AgreementStock Award Agreement • June 17th, 2019 • Priam Properties Inc. • Real estate investment trusts • Maryland
THIS STOCK AWARD AGREEMENT (the “Agreement”), dated as of the day of , 2019, governs the Stock Award granted by PRIAM PROPERTIES INC., a Maryland corporation (the “Company”), to (the “Participant”), in accordance with and subject to the provisions of the Company’s 2019 Equity Incentive Plan (the “Plan”). A copy of the Plan has been made available to the Participant. All terms used in this Agreement that are defined in the Plan have the same meaning given them in the Plan.
UNDERWRITING AGREEMENTUnderwriting Agreement • June 17th, 2019 • Priam Properties Inc. • Real estate investment trusts • New York
