FRP Holdings, Inc. Sample Contracts

EXHIBIT 10.1
Revolving Credit Agreement • October 7th, 2008 • Patriot Transportation Holding Inc • Trucking & courier services (no air)
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AND
Rights Agreement • May 18th, 1999 • FRP Properties Inc • Trucking & courier services (no air) • Florida
RECITALS
Assignment and Assumption Agreement • December 3rd, 2014 • Patriot Transportation Holding Inc • Trucking & courier services (no air) • Florida
2012 AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 21, 2012
Credit Agreement • February 6th, 2013 • Patriot Transportation Holding Inc • Trucking & courier services (no air) • Florida
among PATRIOT TRANSPORTATION HOLDING, INC. as Borrower
Revolving Credit Agreement • February 7th, 2002 • Patriot Transportation Holding Inc • Trucking & courier services (no air) • Florida
BETWEEN
Joint Venture Agreement • December 13th, 2006 • Patriot Transportation Holding Inc • Trucking & courier services (no air) • Florida
LIMITED LIABILITY COMPANY AGREEMENT OF RIVERFRONT INVESTMENT PARTNERS I LLC
Limited Liability Company Agreement • August 7th, 2013 • Patriot Transportation Holding Inc • Trucking & courier services (no air) • Delaware
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER
Merger Agreement • December 3rd, 2014 • Patriot Transportation Holding Inc • Trucking & courier services (no air) • Florida
Exhibit 10.1 AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT dated as of November 10, 2004
Revolving Credit Agreement • November 16th, 2004 • Patriot Transportation Holding Inc • Trucking & courier services (no air) • Florida
FIRST AMENDMENT DATED AS OF SEPTEMBER 30, 1998 TO THE CREDIT AGREEMENT DATED AS OF NOVEMBER 15, 1995
Credit Agreement • December 10th, 1998 • FRP Properties Inc • Trucking & courier services (no air)
FRP HOLDINGS, INC. Joint Filing Agreement ----------------------
Joint Filing Agreement • February 14th, 2020 • FRP Holdings, Inc. • Real estate

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended (the "Act"), CLB 1965 LLC and Cynthia P. Ogden hereby agree to file jointly the statement on this Schedule 13G (this "Schedule 13G") to which this Agreement is attached and any further amendments thereto which may be deemed necessary, pursuant to Regulation 13D-G under the Act.

SEPARATION AND DISTRIBUTION AGREEMENT by and between FRP HOLDINGS, INC. and PATRIOT TRANSPORTATION HOLDING, INC. Dated as of January 30, 2015
Separation and Distribution Agreement • February 3rd, 2015 • FRP Holdings, Inc. • Trucking & courier services (no air) • Florida

THIS SEPARATION AND DISTRIBUTION AGREEMENT (the “Agreement”) is made the 30th day of January, 2015, between FRP HOLDINGS, INC., a Florida corporation ("FRP"), and PATRIOT TRANSPORTATION HOLDING, INC., a Florida corporation formerly known as New Patriot Transportation Holding, Inc. (“Patriot”). Capitalized terms used in this Agreement have the meaning ascribed to such terms in Article 1 hereof.

2015 CREDIT AGREEMENT dated as of January 30, 2015 between FRP HOLDINGS, INC. as Borrower and WELLS FARGO BANK, N.A. as Lender
Credit Agreement • August 5th, 2015 • FRP Holdings, Inc. • Trucking & courier services (no air) • Florida

THIS 2015 CREDIT AGREEMENT (this “Agreement”) is made and entered into as of January 30, 2015, by and among FRP HOLDINGS, INC., a Florida corporation (the “Borrower”) and WELLS FARGO BANK, N.A. (the “Lender”).

TAX MATTERS AGREEMENT by and between FRP HOLDINGS, INC. and PATRIOT TRANSPORTATION HOLDING, INC. Dated as of January 30, 2014
Tax Matters Agreement • February 3rd, 2015 • FRP Holdings, Inc. • Trucking & courier services (no air) • Florida

THIS TAX MATTERS AGREEMENT is entered into as of the 30th day of January, 2015, between FRP HOLDINGS, INC. (“FRP”), a Florida corporation, on behalf of itself and the members of the FRP Group, as defined below, and PATRIOT TRANSPORTATION HOLDING, INC. (“Patriot”), a Florida corporation, on behalf of itself and the members of the Patriot Group, as defined below.

TRANSITION SERVICES AGREEMENT by and between FRP HOLDINGS, INC. and PATRIOT TRANSPORTATION HOLDING, INC. Dated as of January 30, 2015
Transition Services Agreement • February 3rd, 2015 • FRP Holdings, Inc. • Trucking & courier services (no air) • Florida
EMPLOYEE MATTERS AGREEMENT by and between FRP HOLDINGS, INC. and PATRIOT TRANSPORTATION HOLDING, INC. Dated as of January 30, 2015
Employee Matters Agreement • February 3rd, 2015 • FRP Holdings, Inc. • Trucking & courier services (no air) • Florida

THIS EMPLOYEE MATTERS AGREEMENT (the “Agreement”) is made as of January 30, 2015, between FRP Holdings, Inc., a Florida corporation (“FRP”) and Patriot Transportation Holding, Inc., a Florida corporation (“Patriot”).

EXHIBIT 99
Stock Option and Restricted Stock Agreement • March 14th, 2008 • Patriot Transportation Holding Inc • Trucking & courier services (no air)
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DEED OF TRUST NOTE
Deed of Trust Note • March 16th, 2018 • FRP Holdings, Inc. • Real estate • Maryland

FOR VALUE RECEIVED, RIVERFRONT HOLDINGS I, LLC, a Delaware limited liability company (the “Borrower”), promises to pay to the order of EAGLEBANK (the “Lender”), at 11961 Tech Road, Lower Level, Silver Spring, Maryland 20904, or at such other place as the holder hereof may from time to time designate in writing, in lawful money of the United States of America, without defense, offset or counterclaim, the principal sum of Ninety Million and No/100 Dollars ($90,000,000.00), or so much thereof as may be advanced and outstanding hereunder or under the other Loan Documents (hereinafter defined), including without limitation any Protective Advances (hereinafter defined), together with interest as described below and in accordance with the following terms and provisions:

EXHIBIT 99
Stock Option Agreement • February 6th, 2008 • Patriot Transportation Holding Inc • Trucking & courier services (no air)
AGREEMENT OF PURCHASE AND SALE by and between FRP HOLDINGS, INC., as PARENT THE SELLERS NAMED HEREIN, as SELLERS and BRE FOXTROT PARENT LLC, as BUYER Dated as of March 22, 2018
Purchase and Sale Agreement • March 22nd, 2018 • FRP Holdings, Inc. • Real estate • Florida

AGREEMENT OF PURCHASE AND SALE, made as of the 22nd day of March, 2018 by and between FRP Holdings, Inc., a Florida corporation (“Parent”), each of the entities listed in the column entitled “Sellers” on Schedule A-1 attached hereto and made a part hereof (collectively, “Seller”) and BRE FOXTROT PARENT LLC, a Delaware limited liability company (“Buyer”).

SEE EXHIBIT A (which is fully incorporated in this Agreement by this reference)
Purchase and Sale Agreement • February 7th, 2002 • Patriot Transportation Holding Inc • Trucking & courier services (no air) • Virginia
VOTING AND SUPPORT AGREEMENT
Voting and Support Agreement • March 22nd, 2018 • FRP Holdings, Inc. • Real estate • Florida

This VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of March 22, 2018, is entered into by and among BRE Foxtrot Parent LLC, a Delaware limited liability company (“Buyer”), and those parties listed on Schedule A hereto (each a “Shareholder” and collectively the “Shareholders”).

AGREEMENT OF SALE
Sale Agreement • December 5th, 2008 • Patriot Transportation Holding Inc • Trucking & courier services (no air) • Maryland
LOAN AGREEMENT
Loan Agreement • December 11th, 2015 • FRP Holdings, Inc. • Real estate • North Carolina

This Loan Agreement (“Agreement”) is entered into as of July 24, 2015 (the “Effective Date”), by and between FRP DEVELOPMENT CORP., a Maryland corporation, and FRP Manassas LLC, a Maryland limited liability company (individually and collectively, “Borrower”), whose address is Attn: Chief Financial Officer, 200 West Forsyth Street, 7th Floor, Jacksonville, Florida 32202, and FIRST TENNESSEE BANK NATIONAL ASSOCIATION (“Lender”), whose address, for purposes of this Agreement, is 2000 West First Street, Suite 100, Winston-Salem, North Carolina 27104, Attention: Commercial Real Estate.

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