Interstate General Co L P Sample Contracts

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AGREEMENT
Agreement • March 31st, 1998 • Interstate General Co L P • Land subdividers & developers (no cemeteries)
STORE LEASE SMALLWOOD VILLAGE ASSOCIATES, LANDLORD and
Interstate General Co L P • November 14th, 1995 • Operative builders • Maryland
AMENDMENT TO AGREEMENT OF PURCHASE AND SALE
Agreement of Purchase and Sale • March 31st, 1998 • Interstate General Co L P • Land subdividers & developers (no cemeteries)
TO
Interstate General Co L P • May 15th, 1998 • Land subdividers & developers (no cemeteries)
LEASE AMENDMENT
Interstate General Co L P • November 14th, 1995 • Operative builders
RECITALS
Master Loan Agreement • November 17th, 1998 • Interstate General Co L P • Land subdividers & developers (no cemeteries)
WITNESSETH:
Interstate General Co L P • November 14th, 1995 • Operative builders
WITNESSETH:
Interstate General Co L P • November 14th, 1995 • Operative builders
W I T N E S S E T H:
Control Transfer Agreement • March 31st, 1998 • Interstate General Co L P • Land subdividers & developers (no cemeteries)
GUARANTY AGREEMENT
Guaranty Agreement • November 14th, 2002 • Interstate General Co L P • Land subdividers & developers (no cemeteries)

This Guaranty Agreement ("this Agreement"), made this 25th day of July, 2002, by Interstate Business Corporation, a Delaware corporation(herein referred to as the "Guarantor"), in favor of New South Federal Savings Bank, a federal savings bank (the "Bank").

OFFICE LEASE
Interstate General Co L P • November 14th, 1995 • Operative builders • Maryland
RECITALS
Master Loan Agreement • November 17th, 1998 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Maryland
EXHIBIT 10(I) EMPLOYMENT AGREEMENT
Employment Agreement • April 2nd, 1999 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Maryland
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FIRST MODIFICATION TO INDEMNITY DEED OF TRUST AND SECURITY AGREEMENT
Trust and Security Agreement • March 31st, 2004 • Interstate General Co L P • Land subdividers & developers (no cemeteries)

THIS FIRST MODIFICATION TO INDEMNITY DEED OF TRUST AND SECURITY AGREEMENT (this "Modification"), is given this 19th day of December, 2003, by BRANDYWINE INVESTMENT ASSOCIATES LIMITED PARTNERSHIP, a Maryland limited partnership (the "Grantor") to certain trustees for the benefit of MERCANTILE MORTGAGE CORPORATION, a Maryland corporation (the "Beneficiary").

GUARANTY
Guaranty Agreement • March 31st, 1998 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Virginia
LOAN AGREEMENT
Loan Agreement • November 2nd, 2004 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Illinois

THIS LOAN AGREEMENT (this "Agreement") is dated as of September 23, 2004 and is made by and between INTERSTATE GENERAL COMPANY L.P., a Delaware limited partnership ("Borrower"), and FIRST BANK AND TRUST COMPANY OF ILLINOIS, an Illinois state commercial bank ("Lender").

LEASE AMENDMENT
Interstate General Co L P • November 14th, 1995 • Operative builders
LEASE AMENDMENT I
Lease Amendment • August 14th, 2002 • Interstate General Co L P • Land subdividers & developers (no cemeteries)

THIS LEASE AMENDMENT (the "Amendment") is made as of the 24th day of July, 2002 by and between SMALLWOOD VILLAGE ASSOCIATES ("Landlord") and INTERSTATE GENERAL COMPANY LP ("Tenant").

Working Capital Support Agreement - Amendment #1
Capital Support Agreement • April 15th, 2002 • Interstate General Co L P • Land subdividers & developers (no cemeteries)

Interstate Business Corporation (IBC), a Delaware corporation, hereby agrees to amend its Working Capital Support Agreement with Interstate General Company L.P. (IGC), a limited partnership organized under the laws of Delaware, as follows:

WITNESSETH
Real Estate Sales Contract • November 14th, 1996 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Maryland
EMPLOYMENT AGREEMENT - Amendment #3
Employment Agreement • March 28th, 2003 • Interstate General Co L P • Land subdividers & developers (no cemeteries)

Interstate General Company L.P. ("IGC") and Paul Dillon ("Mr. Dillon") desire to amend and extend Mr. Dillon's employment agreement, which was effective January 1, 2000, amended annually thereafter, and expires December 31, 2002. As such, the parties agree to be bound by the following terms and conditions:

Contract
Loan Modification Agreement • March 31st, 2004 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Maryland

This instrument prepared by: Michael J. Brandt, Esq. Wallace, Jordan, Ratliff & Brandt, L.L.C. 800 Shades Creek Parkway, Suite 400 Birmingham, Alabama 35209 (205) 870-0555

AGREEMENT OF PURCHASE AND SALE
Agreement • November 13th, 2001 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Maryland

THIS AGREEMENT is made as of this 28th day of September, 2001, by and between INTERSTATE GENERAL COMPANY, L.P. ("IGC"), a Delaware limited partnership, INTERSTATE BUSINESS CORPORATION ("IBC"), a Delaware corporation, and WILSON SECURITIES CORPORATION ("WSC"), a Delaware corporation.

AMENDED AND RESTATED NOTE BETWEEN BRANDYWINE INVESTMENT ASSOCIATES, L.P. AND ST. CHARLES ASSOCIATES, LIMITED PARTNERSHIP
Interstate General Co L P • March 31st, 2004 • Land subdividers & developers (no cemeteries) • Maryland

THIS AMENDMENT TO NOTE, executed as of this 8th day of March, 2004, but made effective as of the 22nd of December, 2003 (the "Effective Date"), by and between Brandywine Investment Associates, L.P., a limited partnership organized and existing under the laws of the State of Maryland (the "Borrower"), and St. Charles Associates, Limited Partnership, a limited partnership organized and existing under the laws of the State of Maryland (the "Company"), hereby modifies in its entirety the original Demand Note dated September 10, 1997, as amended August 1, 2001, and as amended and restated July 1, 2002 between the aforementioned parties (the "Note").

Working Capital Support Agreement
Interstate General Co L P • April 15th, 2002 • Land subdividers & developers (no cemeteries)

Interstate Business Corporation (IBC), a Delaware corporation, hereby agrees to provide working capital on an as needed basis to Interstate General Company L.P. (IGC), a limited partnership organized under the laws of Delaware. All such working capital advances will be treated as loan subject to the terms and conditions discussed below. In order to secure this note, all such advances will be secured by IGC's interest in its waste to energy projects that it is pursuing (as more fully described below). The terms and conditions of this agreement are as follows:

THIRD MODIFICATION TO PROMISSORY NOTE
Promissory Note • March 31st, 2004 • Interstate General Co L P • Land subdividers & developers (no cemeteries)

THIS THIRD MODIFICATION TO PROMISSORY NOTE (this "Third Modification") is made this 19th day of December, 2003, by INTERSTATE GENERAL COMPANY L.P., a Delaware publicly traded limited partnership (the "Borrower") and MERCANTILE MORTGAGE CORPORATION, a Maryland corporation (the "Lender").

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