COMMON STOCK REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 14th, 1998 • Kennedy Wilson Inc • Real estate agents & managers (for others) • New York
75% of the Note Division's net income from National Consulting, no cap (net profits less Employee bonus) is allocated to the Bonus Pool, and I 00% of the Note Division's net income, for all other note pools, no cap (net profits less Employee bonus) is...Employment Agreement • March 30th, 2000 • Kennedy Wilson Inc • Real estate agents & managers (for others)
RECITALSStock Purchase Agreement • September 30th, 1998 • Kennedy Wilson Inc • Real estate agents & managers (for others) • Illinois
1 EXHIBIT 10.42 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE...Warrant Agreement • August 14th, 2000 • Kennedy Wilson Inc • Real estate agents & managers (for others) • New York
EXHIBIT 10.56 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 16th, 2003 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
RECITALS:Employment Agreement • March 31st, 1997 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
FORM OF] KENNEDY-WILSON, INC.Stock Option Agreement • December 3rd, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
LOAN AGREEMENTLoan Agreement • March 31st, 1997 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
FORM OF] KENNEDY-WILSON, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE 1992 NON-EMPLOYEE DIRECTOR STOCK OPTION PLANNon-Qualified Stock Option Agreement • December 3rd, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • Delaware
OF KW-A, LLC A CALIFORNIA LIMITED LIABILITY COMPANYOperating Agreement • March 12th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
OFLimited Partnership Agreement • March 12th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • Delaware
K.A. CAPITAL K.K. SHAREHOLDERS AGREEMENT THIS AGREEMENT is made effective as of March 9, 1999 between Kennedy-Wilson Japan Co., Ltd., a company incorporated in Japan whose principal place of business is at Nishi-Shinbashi Aiko Building, 1-6-15,...Shareholder Agreement • April 22nd, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others)
GUARANTYGuaranty • March 12th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
EXHIBIT 4.1 REGISTRATION RIGHTS AGREEMENT Kennedy-Wilson, Inc., a Delaware corporation (the "Company"), hereby grants to Colony Investors III, L.P. ("Purchaser") and any permitted assignee of the registration rights provided for herein. Section 1....Registration Rights Agreement • July 31st, 1998 • Kennedy Wilson Inc • Real estate agents & managers (for others) • Delaware
RECITALSPledge Agreement • July 31st, 1998 • Kennedy Wilson Inc • Real estate agents & managers (for others) • New York
RECITALSEmployment Agreement • April 16th, 2003 • Kennedy Wilson Inc • Real estate agents & managers (for others)
SEVENTH AMENDMENT TO -------------------- EMPLOYMENT AGREEMENT --------------------Employment Agreement • April 1st, 2002 • Kennedy Wilson Inc • Real estate agents & managers (for others)
RECITALSLoan Modification Agreement • March 12th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • New York
EXHIBIT 10.57 BUSINESS LOAN AGREEMENTBusiness Loan Agreement • May 15th, 2003 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
THIS BUSINESS LOAN AGREEMENT dated January 27, 2003, is made and executed between Kennedy-Wilson, Inc. ("Borrower") and Pacific Western National Bank ("Lender") on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans or other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement ("Loan"). Borrower understands and agrees that: (A) in granting, renewing, or extending any Loan, Lender is relying upon Borrower's representations, warranties, and agreements as set forth in this Agreement; (B) the granting, renewing, or extending of any Loan by Lender at all times shall be subject to Lender's sole judgment and discretion; and (C) all such Loans shall be and remain subject to the terms and conditions of this Agreement.
LOAN AGREEMENT by and betweenLoan Agreement • August 14th, 2002 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
RECITALS --------Employment Agreement • April 1st, 2002 • Kennedy Wilson Inc • Real estate agents & managers (for others)
R E C I T A L SEmployment Agreement • March 12th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
AMENDMENT TOEmployment Agreement • March 20th, 1998 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
RECITALSLoan Agreement • August 14th, 2000 • Kennedy Wilson Inc • Real estate agents & managers (for others)
PROMISSORY NOTE $10,000,000.00 Los Angeles, California July 2, 1999 FOR VALUE RECEIVED, KENNEDY-WILSON, INC., a Delaware corporation, KENNEDY-WILSON INTERNATIONAL, INC., a California corporation, KENNEDY-WILSON PROPERTIES, LTD., a Delaware...Promissory Note • August 16th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
UNDERWRITING AGREEMENTUnderwriting Agreement • April 22nd, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
ARTICLE I LOANSLoan Agreement • March 12th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
ARTICLE 1 DEFINITIONS AND INTERPRETATIONSRevolving Loan Agreement • November 15th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
EXECUTION FORM KENNEDY-WILSON, INC. 12% SENIOR NOTES DUE JUNE 22, 2006 TO GATX CAPITAL CORP. NOTE PURCHASE AGREEMENT DATED AS OF JUNE 22, 2000 2 TABLE OF CONTENTSNote Purchase Agreement • August 14th, 2000 • Kennedy Wilson Inc • Real estate agents & managers (for others) • New York
EXHIBIT 10.1 BRIDGE LOAN AGREEMENT dated as of July 16, 1998Bridge Loan Agreement • July 31st, 1998 • Kennedy Wilson Inc • Real estate agents & managers (for others) • New York
RECITALSEmployment Agreement • March 30th, 2000 • Kennedy Wilson Inc • Real estate agents & managers (for others)
CONVERTIBLE DEBENTURE PURCHASE AGREEMENTConvertible Debenture Purchase Agreement • April 22nd, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • New York
RECITALSEmployment Agreement • March 20th, 1998 • Kennedy Wilson Inc • Real estate agents & managers (for others)
RECITALSEmployment Agreement • March 12th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others)
ARTICLE I LOANSRevolving Credit Agreement • March 12th, 1999 • Kennedy Wilson Inc • Real estate agents & managers (for others) • California
