1 EXHIBIT 99.2 November 1, 2000 Developers Diversified Realty Corporation 34555 Chagrin Boulevard Moreland Hills, Ohio Re: Voting Agreement Ladies and Gentlemen: The undersigned understands that Developers Diversified Realty Corporation, an Ohio...Voting Agreement • November 8th, 2000 • American Industrial Properties Reit Inc • Real estate investment trusts • Ohio
Contract Type FiledNovember 8th, 2000 Company Industry Jurisdiction
Between AMERICAN INDUSTRIAL PROPERTIES REIT and USAA REAL ESTATE COMPANYShare Purchase Agreement • December 24th, 1996 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledDecember 24th, 1996 Company Industry Jurisdiction
BETWEEN LINCOLN-WHITEHALL REALTY, L.L.C. LINCOLN-WHITEHALL PACIFIC, L.L.C. WHLNF REAL ESTATE LIMITED PARTNERSHIP WHSUM REAL ESTATE LIMITED PARTNERSHIP, AS SELLERS AND AMERICAN INDUSTRIAL PROPERTIES REIT, AS BUYERPurchase and Sale Agreement • March 31st, 1999 • American Industrial Properties Reit Inc • Real estate investment trusts • California
Contract Type FiledMarch 31st, 1999 Company Industry Jurisdiction
WITNESSETH:Registration Rights Agreement • August 5th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledAugust 5th, 1998 Company Industry Jurisdiction
EXHIBIT 99.4 WARRANT AGREEMENT This Warrant Agreement, is made and entered into as of October 3, 1997, by and between American Industrial Properties REIT, a Texas real estate investment trust (the "Company"), and Shidler West Acquisition Company, LLC,...Warrant Agreement • October 17th, 1997 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledOctober 17th, 1997 Company Industry Jurisdiction
SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT ("Settlement Agreement") is made and entered into effective as of November 25, 1996, by and among AMERICAN INDUSTRIAL PROPERTIES REIT (the "Trust"), CHARLES W. WOLCOTT ("Wolcott") AND WILLIAM H. BRICKER...Settlement Agreement • December 24th, 1996 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledDecember 24th, 1996 Company Industry Jurisdiction
RECITALSPurchase and Sale Agreement • January 16th, 2001 • American Industrial Properties Reit Inc • Real estate investment trusts
Contract Type FiledJanuary 16th, 2001 Company Industry
WITNESSETH:Registration Rights Agreement • August 5th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledAugust 5th, 1998 Company Industry Jurisdiction
VOTING AGREEMENTVoting Agreement • November 8th, 2000 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledNovember 8th, 2000 Company Industry Jurisdiction
WITNESSETH:Registration Rights Agreement • August 5th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledAugust 5th, 1998 Company Industry Jurisdiction
RECITALS:Credit Agreement • December 1st, 2000 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledDecember 1st, 2000 Company Industry Jurisdiction
1 EXHIBIT 99.5 WARRANT AGREEMENT This Warrant Agreement, is made and entered into as of October 3, 1997, by and between American Industrial Properties REIT, a Texas real estate investment trust (the "Company"), and AG Industrial Investors, L.P.,...Warrant Agreement • October 17th, 1997 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledOctober 17th, 1997 Company Industry Jurisdiction
WITNESSETH:Purchase and Sale Agreement • January 16th, 2001 • American Industrial Properties Reit Inc • Real estate investment trusts
Contract Type FiledJanuary 16th, 2001 Company Industry
WITNESSETH:Registration Rights Agreement • July 22nd, 1997 • American Industrial Properties Reit Inc • Real estate investment trusts • Maryland
Contract Type FiledJuly 22nd, 1997 Company Industry Jurisdiction
1 EXHIBIT 2.1 PURCHASE AGREEMENT THIS AGREEMENT is made and entered into as of this 2nd day of July, 1997, by and between SHIDLER WEST INVESTMENT CORPORATION, a Delaware corporation ("Purchaser"), and MERIT INDUSTRIAL PROPERTIES LIMITED PARTNERSHIP, a...Purchase Agreement • October 17th, 1997 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledOctober 17th, 1997 Company Industry Jurisdiction
AMONGMerger Agreement • November 8th, 2000 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledNovember 8th, 2000 Company Industry Jurisdiction
WITNESSETH:Registration Rights Agreement • July 22nd, 1997 • American Industrial Properties Reit Inc • Real estate investment trusts • New York
Contract Type FiledJuly 22nd, 1997 Company Industry Jurisdiction
WITNESSETH:Purchase and Sale Agreement • December 28th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Virginia
Contract Type FiledDecember 28th, 1998 Company Industry Jurisdiction
July 30, 1998Voting Agreement • August 5th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Ohio
Contract Type FiledAugust 5th, 1998 Company Industry Jurisdiction
REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the "Agreement") is made and entered into as of December 19, 1996, by and between American Industrial Properties REIT, a Texas real estate investment trust (the "Company"), and USAA...Registration Rights Agreement • December 24th, 1996 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledDecember 24th, 1996 Company Industry Jurisdiction
1 EXHIBIT 99.5 VOTING AGREEMENT VOTING AGREEMENT dated as of November 1, 2000, by and between American Industrial Properties REIT (the "Company"), a Texas real estate investment trust, Value Enhancement Fund IV, L.P., a Georgia limited partnership...Voting Agreement • November 8th, 2000 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledNovember 8th, 2000 Company Industry Jurisdiction
to SHARE PURCHASE AGREEMENT dated as of December 13, 1996 between AMERICAN INDUSTRIAL PROPERTIES REIT and USAA REAL ESTATE COMPANYShare Purchase Agreement • March 4th, 1997 • American Industrial Properties Reit Inc • Real estate investment trusts
Contract Type FiledMarch 4th, 1997 Company Industry
4,575,000 November __, 1996 SECURED PROMISSORY NOTESecured Promissory Note • November 21st, 1996 • American Industrial Properties Reit Inc • Real estate investment trusts
Contract Type FiledNovember 21st, 1996 Company Industry
1 EXHIBIT 99.1 November 1, 2000 Developers Diversified Realty Corporation 34555 Chagrin Boulevard Moreland Hills, Ohio Re: Voting Agreement Ladies and Gentlemen: The undersigned understands that Developers Diversified Realty Corporation, an Ohio...Voting Agreement • November 8th, 2000 • American Industrial Properties Reit Inc • Real estate investment trusts • Ohio
Contract Type FiledNovember 8th, 2000 Company Industry Jurisdiction
FIRST AMENDMENT TO AGREEMENT OF PURCHASE AND SALE THIS FIRST AMENDMENT TO AGREEMENT OF PURCHASE AND SALE (this "Amendment"), is made and entered into as of January 31, 2001, by and among VALUE ENHANCEMENT FUND IV, L.P., a Georgia limited partnership...Agreement of Purchase and Sale • March 30th, 2001 • American Industrial Properties Reit Inc • Real estate investment trusts
Contract Type FiledMarch 30th, 2001 Company Industry
ARTICLE IContract of Sale • March 3rd, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledMarch 3rd, 1998 Company Industry Jurisdiction
July 30, 1998Voting Agreement • August 5th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Ohio
Contract Type FiledAugust 5th, 1998 Company Industry Jurisdiction
among AMERICAN INDUSTRIAL PROPERTIES REIT as Borrower BANK ONE, TEXAS, N.A. as Agent and THE LENDERS NAMED HEREIN as Lenders First Chicago Capital Markets, Inc., Arranger As of January _____, 1999Credit Agreement • December 1st, 2000 • American Industrial Properties Reit Inc • Real estate investment trusts
Contract Type FiledDecember 1st, 2000 Company Industry
TO as Trustee IndentureIndenture • February 23rd, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledFebruary 23rd, 1998 Company Industry Jurisdiction
1 EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • August 5th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledAugust 5th, 1998 Company Industry Jurisdiction
WITNESSETH:Registration Rights Agreement • August 5th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledAugust 5th, 1998 Company Industry Jurisdiction
1 EXHIBIT 99.1 CONTRIBUTION AND EXCHANGE AGREEMENTContribution and Exchange Agreement • October 17th, 1997 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledOctober 17th, 1997 Company Industry Jurisdiction
RECITALSMerger Agreement • July 22nd, 1997 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledJuly 22nd, 1997 Company Industry Jurisdiction
1 EXHIBIT 10.5 SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT ("Second Amendment") is entered into as of the 30th day of September, 1998 by and between the undersigned parties. W I T N E S S E T H:...Purchase and Sale Agreement • December 28th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts
Contract Type FiledDecember 28th, 1998 Company Industry
RECITALSAgreement and Plan of Merger • January 20th, 1998 • American Industrial Properties Reit Inc • Real estate investment trusts • Texas
Contract Type FiledJanuary 20th, 1998 Company Industry Jurisdiction