ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE K CAPITAL PARTIES -------------------------------------------------------Settlement Agreement • April 24th, 2002 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
Exhibit 99.2 LEASE AGREEMENT between GYRODYNE COMPANY OF AMERICA, INC. and FLOWERFIELD CELEBRATIONS, INC. Dated: November 11, 1996 TABLE OF CONTENTSLease Agreement • September 5th, 2001 • Gyrodyne Company of America Inc • Operators of nonresidential buildings • New York
WITNESSETH:Employment Agreement • March 12th, 2003 • Gyrodyne Co of America Inc • Operators of nonresidential buildings
OFGyrodyne Co of America Inc • July 5th, 2005 • Operators of nonresidential buildings • New York
EXHIBIT 4.1 RIGHTS AGREEMENT by and between GYRODYNE COMPANY OF AMERICA, INC.Rights Agreement • August 13th, 2004 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
AGREEMENTAgreement • October 28th, 2008 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
BETWEEN GYRODYNE COMPANY OF AMERICA, INC. (Landlord) AND CARIN PEREZ AND LUIS PEREZ (Tenant)Gyrodyne Company of America Inc • September 5th, 2001 • Operators of nonresidential buildings • New York
WITNESSETH: -----------Contract of Sale • March 15th, 2007 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • Suffolk
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 10th, 2013 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
INDEMNIFICATION AGREEMENT ("Agreement"), dated as of February __, 2013, is by and between GYRODYNE COMPANY OF AMERICA, INC., a New York corporation (the "Company") and [NAME OF OFFICER], an individual residing at [address] (the "Indemnitee").
ADDENDUM TO LEASE Between GYRODYNE COMPANY OF AMERICA, INC. (Landlord) and CARCO GROUP, INC. (Tenant)Letter of Agreement • September 5th, 2001 • Gyrodyne Company of America Inc • Operators of nonresidential buildings
AGREEMENTAgreement • March 15th, 2007 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
SUBSCRIPTION AGENT AGREEMENTSubscription Agent Agreement • August 19th, 2011 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New Jersey
THIS SUBSCRIPTION AGENT AGREEMENT (“Agreement”) between Gyrodyne Company of America, Inc., a New York corporation (the “Company”), and Registrar and Transfer Company, a New Jersey corporation (the “Agent”), is dated as of August [ ], 2011.
PURCHASERContract of Sale • March 15th, 2007 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
Form of Subscription Agent Agreement Between Gyrodyne Company of America, Inc. and Computershare Trust Company, N.A. and Computershare Inc.Subscription Agent Agreement • May 12th, 2015 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
THIS SUBSCRIPTION AGENT AGREEMENT (the “Agreement”) is entered into as of this _____day of May 2015 (the “Effective Date”) by and among Gyrodyne Company of America, Inc., a company organized and existing under the laws of the State of New York (the "Company"), and Computershare Trust Company, N.A., a national banking association (“Trust Company”), and Computershare Inc., a Delaware corporation (“Computershare” and, collectively with Trust Company, the “Agent”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GYRODYNE SPECIAL DISTRIBUTION, LLCLimited Liability Company Agreement • December 27th, 2013 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GYRODYNE SPECIAL DISTRIBUTION, LLC (together with the schedules and exhibits attached hereto, and as amended, restated, supplemented or otherwise modified from time to time), effective as of December 30, 2013, is entered into by Gyrodyne Company of America, Inc., a self-managed and self-administered real estate investment trust formed under the laws of the State of New York (“Gyrodyne”), as sole member. Capitalized terms used in this Agreement and not otherwise defined have the meanings set forth in Section 1.1 hereto.
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • January 2nd, 2015 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
This MANAGEMENT SERVICES AGREEMENT, dated as of December 24, 2014 (this “Agreement”), is between GYRODYNE SPECIAL DISTRIBUTION, LLC, a New York limited liability company (“GSD”), and GYRODYNE COMPANY OF AMERICA, INC., a New York corporation (“Gyrodyne”).
Gyrodyne Company of America, Inc.Letter Agreement • May 23rd, 2013 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
This letter agreement (the “Agreement”) sets forth the terms by which Gary J. Fitlin (referred to herein as “you,” “your”) agrees to continue to render services to Gyrodyne Company of America, Inc. (“Gyrodyne” or the “Company”).
ContractEmployment Agreement • December 31st, 2008 • Gyrodyne Co of America Inc • Operators of nonresidential buildings
ARTICLE 1 DEFINITIONSAgreement • July 26th, 2002 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
Certain confidential information contained in this document, marked by asterisks, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.Letter Agreement • November 14th, 2012 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
This letter (the “Letter Agreement”) will confirm the understanding and agreement between Rothschild Inc., together with its affiliates, successors and assigns, as appropriate (“Rothschild”), and Gyrodyne Company of America, Inc. together with its subsidiaries and affiliates (the “Company”), pursuant to which Rothschild is pleased to accept its engagement by the Company.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 15th, 2009 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • Virginia
THIS PURCHASE AND SALE AGREEMENT (this "Agreement") dated as of this 2nd day of January, 2009 (the "Effective Date"), is made by and between GYRODYNE COMPANY OF AMERICA, INC., a New York corporation, its successors or assigns, having an office at 1 Flowerfield, Suite 24, St. James, NY 11780 ("Purchaser"), and FAIRFAX MEDICAL CENTER, LLC, a Virginia limited liability company, having an address of c/o Chung & Press, P.C., 6718 Whittier Avenue, Suite 200, McLean, Virginia 22101 ("Seller").
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 15th, 2009 • Gyrodyne Co of America Inc • Operators of nonresidential buildings
This First Amendment to Purchase and Sale Agreement ("Amendment") is entered into this 16th day of February, 2009, by and between FAIRFAX MEDICAL CENTER, LLC, a Virginia limited liability company ("Seller") and GYRODYNE COMPANY OF AMERICA, INC., a New York corporation ("Purchaser").
RECITALS:Golf Operating Agreement • July 26th, 2002 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
Exhibit 10.1 Jointly prepared by the Real Property Section of the New York State Bar Association, the New York State Land Title Association, the Committee on Real Property Law of the Association of the Bar of the City of New York and the Committee on...Gyrodyne Co of America Inc • August 11th, 2008 • Operators of nonresidential buildings
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 15th, 2009 • Gyrodyne Co of America Inc • Operators of nonresidential buildings
THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (this "Amendment") is entered as of the 19th day of March, 2009, by and between FAIRFAX MEDICAL CENTER, LLC, a Virginia limited liability company ("Seller") and GYRODYNE COMPANY OF AMERICA, INC., a New York corporation ("Purchaser").
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • August 11th, 2014 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
This AMENDMENT NO. 1 TO RIGHTS AGREEMENT is dated as of August 8, 2014 and amends that certain Rights Agreement dated as of August 10, 2004 (the “Rights Agreement”) between GYRODYNE COMPANY OF AMERICA, INC., a corporation organized under the laws of the State of New York (the “Company”), and REGISTRAR AND TRANSFER COMPANY, a New Jersey corporation (the “Rights Agent”).
ContractAgreement • September 21st, 2011 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAmended and Restated Agreement and Plan of Merger • December 27th, 2013 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
This Agreement and Plan of Merger, dated as of October 15, 2013 and amended and restated as of December 20, 2013 (this “Plan of Merger”), is made and entered into by and among Gyrodyne Company of America, Inc., a self-managed and self-administered real estate investment trust formed under the laws of the State of New York (“Gyrodyne”), Gyrodyne, LLC, a New York limited liability company (“Gyrodyne, LLC”), and Gyrodyne Special Distribution, LLC, a New York limited liability company (“GSD”).
Tel: 212-929-5500 Fax: 212-929-0308 Email: proxy@mackenziepartners.comGyrodyne Co of America Inc • August 19th, 2011 • Operators of nonresidential buildings
This is to confirm our agreement that effective the date hereof MacKenzie Partners, Inc. ("MacKenzie Partners") has been engaged by Gyrodyne Company of America, Inc. the "Company") as information agent with regard to the rights offering (the "Rights Offering”). MacKenzie Partners will perform customary services for the Company, including: providing consulting and advisory services; distribution of the materials to security holders, providing information to securityholders from the materials, and providing such other services as may be requested from time- to-time by the Company (collectively the “Services”).
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • August 11th, 2015 • Gyrodyne Co of America Inc • Operators of nonresidential buildings • New York
This AMENDMENT NO. 2 TO RIGHTS AGREEMENT (the “Amendment”) is dated as of August 4, 2015 and amends that certain Rights Agreement dated as of August 10, 2004, as amended (the “Rights Agreement”) between GYRODYNE COMPANY OF AMERICA, INC., a New York corporation (the “Company”), and COMPUTERSHARE INC., a Delaware corporation (as successor in interest to Registrar and Transfer Company, a New Jersey corporation) (the “Rights Agent”).
