FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (the "Amendment") is executed as of this 15th day of August, 1997, by and between ONE FEDERAL STREET JOINT VENTURE, a Massachusetts general partnership...Purchase and Sale Agreement • September 11th, 1997 • Taubman Centers Inc • Real estate investment trusts
AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT This Amended and Restated Shareholders' Agreement (this "Agreement") is entered into the 30th day of October, 2001, among Taub-Co Management, Inc., a Michigan corporation (the "Company"), The Taubman Realty...Shareholder Agreement • March 29th, 2002 • Taubman Centers Inc • Real estate investment trusts • Michigan
AGREEMENT OF PURCHASE AND SALE THE FALLS SHOPPING CENTER MIAMI, FLORIDAPurchase and Sale Agreement • March 27th, 1998 • Taubman Centers Inc • Real estate investment trusts • Florida
amongLoan Agreement • August 11th, 1999 • Taubman Centers Inc • Real estate investment trusts • New York
AMENDED AND RESTATED AGREEMENT OF PARTNERSHIP OF SUNVALLEY ASSOCIATES a California general partnership TABLE OF CONTENTS AMENDED AND RESTATED AGREEMENT OF PARTNERSHIP OF SUNVALLEY ASSOCIATES a California general partnershipPartnership Agreement • August 14th, 2002 • Taubman Centers Inc • Real estate investment trusts • California
FIRST AMENDMENT TO THE SECOND AMENDMENT AND RESTATEMENT OF AGREEMENT OF LIMITED PARTNERSHIP OF THE TAUBMAN REALTY GROUP LIMITED PARTNERSHIPLimited Partnership Agreement • August 13th, 2002 • Taubman Centers Inc • Real estate investment trusts
2,021,611 Shares TAUBMAN CENTERS, INC. COMMON STOCK ($0.01 PAR VALUE) UNDERWRITING AGREEMENT April 23, 1998 April 23, 1998 MERRILL LYNCH & CO. Merrill Lynch, Pierce, Fenner & Smith Incorporated North Tower World Financial Center New York, New York...Underwriting Agreement • April 28th, 1998 • Taubman Centers Inc • Real estate investment trusts • New York
REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of November 24, 1999 by and between Taubman Centers, Inc., a Michigan corporation (the "Company"), and GS-MSD Select Sponsors, L.P., a...Registration Rights Agreement • March 24th, 2000 • Taubman Centers Inc • Real estate investment trusts • Michigan
AMENDED AND RESTATED REVOLVING LOAN AGREEMENT dated as of March 5, 1997Revolving Loan Agreement • May 12th, 1997 • Taubman Centers Inc • Real estate investment trusts • New York
Exhibit 99(b) SUBSCRIPTION AGREEMENT By and Between THE PACIFIC TELESIS GROUP MASTER PENSION TRUSTSubscription Agreement • July 10th, 1997 • Taubman Centers Inc • Real estate investment trusts • Michigan
REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of September 3, 1999 by and between Taubman Centers, Inc., a Michigan corporation (the "Company"), and Goldman Sachs 1999 Exchange Place...Registration Rights Agreement • November 15th, 1999 • Taubman Centers Inc • Real estate investment trusts • Michigan
CONSTRUCTION LOAN AGREEMENTConstruction Loan Agreement • March 27th, 1998 • Taubman Centers Inc • Real estate investment trusts • New York
PRIVILEGED AND CONFIDENTIAL --------------------------- WLR&K DRAFT: 2/09/03 The undersigned __________________ (the "Shareholder"), the owner of certain shares (the "Owned Shares") of Taubman Centers, Inc., a Michigan corporation ("Taubman Centers"...Shareholder Agreement • February 10th, 2003 • Taubman Centers Inc • Real estate investment trusts
The undersigned __________________ (the "Shareholder"), the owner of certain shares (the "Owned Shares") of Taubman Centers, Inc., a Michigan corporation ("Taubman Centers" or the "Company") with the voting power set forth below (together with any voting power received in respect of such shares pursuant to any stock split, stock dividend or distribution, the "Current Voting Power"), in connection with the authorization by the Board of Directors of Taubman Centers of a $100 million increase to Taubman Centers' existing share repurchase program (the "Share Buyback"), does hereby, for good and valuable consideration, intending to be legally bound, confirm, covenant and agree, and that at each annual or special meeting of shareholders of the Company, or the taking of action by written consent of shareholders of the Company, with respect to any matter the result of a vote or consent as to which would satisfy or frustrate any of the conditions contained on the date hereof to the January 15,
FROMMortgage, Assignment of Leases and Rents and Security Agreement • August 11th, 1999 • Taubman Centers Inc • Real estate investment trusts • Michigan
SECURED REVOLVING CREDIT AGREEMENT dated as of November 1, 2001Secured Revolving Credit Agreement • March 29th, 2002 • Taubman Centers Inc • Real estate investment trusts • New York
BYMortgage, Security Agreement and Fixture Filing • August 11th, 1999 • Taubman Centers Inc • Real estate investment trusts
amongBuilding Loan Agreement • August 11th, 2000 • Taubman Centers Inc • Real estate investment trusts
PRIVATE PLACEMENT PURCHASE AGREEMENT GS-MSD Select Sponsors, L.P. c/o Goldman, Sachs & Co. One New York Plaza New York, New York 10004 Attention: Ladies and Gentlemen: 1. Certain Representations; Opinions of Counsel (a) The Taubman Realty Group...Private Placement Purchase Agreement • March 24th, 2000 • Taubman Centers Inc • Real estate investment trusts • New York
and: Metropolitan Life Insurance Company One Madison Avenue New York, New York 10010-3690 Attention: Vice-President and Investment Counsel Real Estate Investments =================================================================== ============= Note:...Assignment of Leases • August 11th, 1999 • Taubman Centers Inc • Real estate investment trusts
CHANGE OF CONTROL EMPLOYMENT AGREEMENT AGREEMENT, dated as of the [____] day of May, 2003 (this "Agreement"), by and between Taubman Centers Inc., a Michigan corporation (together with its successors, "Taubman"), Taubman Realty Group Limited...Change of Control Employment Agreement • May 12th, 2003 • Taubman Centers Inc • Real estate investment trusts • Michigan
GUARANTYGuaranty • November 1st, 2019 • Taubman Centers Inc • Real estate investment trusts • New York
THIS GUARANTY dated as of October 28, 2019, executed and delivered by each of the undersigned and the other Persons from time to time party hereto pursuant to Section 14 hereof (all of the undersigned, together with such other Persons each a “Guarantor” and collectively, the “Guarantors”) in favor of (a) JPMORGAN CHASE BANK, N.A., in its capacity as Administrative Agent (the “Agent”) for the Lenders under that certain Second Amended and Restated Revolving Credit and Term Loan Agreement dated as of October 28, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among THE TAUBMAN REALTY GROUP LIMITED PARTNERSHIP, a Delaware limited partnership (the “Borrower”), the financial institutions party thereto and their respective permitted assignees (the “Lenders”), the Agent, and the other parties thereto, and (b) the Lenders, the Issuing Banks (the parties described in clause (b) together with the Agent are hereinafter referred to c
REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 1st, 2013 • Taubman Centers Inc • Real estate investment trusts • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 5th, 2004 • Taubman Centers Inc • Real estate investment trusts • Michigan
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 27, 2004 by and between Taubman Centers, Inc., a Michigan corporation (the “Company”), and GSEP 2004 Realty Corp., a Delaware corporation (“Holder”).
CHANGE OF CONTROL EMPLOYMENTChange of Control Employment Agreement • February 26th, 2014 • Taubman Centers Inc • Real estate investment trusts • Michigan
AGREEMENT, dated as of the 29th day of April, 2013 (this “Agreement”), by and between Taubman Centers Inc., a Michigan corporation (together with its successors, “Taubman”), Taubman Realty Group Limited Partnership, a Delaware limited partnership (“TRG”) and David Joseph. (the “Executive”).
VOTING AGREEMENTVoting Agreement • November 16th, 2020 • Taubman Centers Inc • Real estate investment trusts • Michigan
This Amended and Restated Voting Agreement (this “Agreement”), dated as of November 14, 2020, is made by and among Simon Property Group, Inc., a Delaware corporation (the “Parent”), and each of the Persons listed on Exhibit A hereto (each, a “Holder” and, collectively, the “Holders”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings assigned to them in the Merger Agreement (as defined below).
TERM LOAN AGREEMENTTerm Loan Agreement • November 13th, 2013 • Taubman Centers Inc • Real estate investment trusts • New York
Date: July 29, 2011 THIRD AMENDED AND RESTATED MORTGAGE (“this Mortgage”) FROM TWELVE OAKS MALL, LLC, a limited liability company organized and existing under the laws of the State of Michigan (“Mortgagor”) Address and Chief Executive Office of...Mortgage • November 1st, 2011 • Taubman Centers Inc • Real estate investment trusts • Michigan
LIMITED LIABILITY COMPANY AGREEMENT OF TAUBMAN PROPERTIES ASIA III LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • April 28th, 2017 • Taubman Centers Inc • Real estate investment trusts • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is entered into as of September 22, 2016, by, between, and among Taubman Asia Management II LLC, a Delaware limited liability company (“T-Asia”), whose address is 200 East Long Lake Road, P. O. Box 200, Bloomfield Hills, MI 48303-0200, Peter John Sharp (“Sharp”), whose address is 43B, Branksome Crest, 3A Tregunther Path, Mid Level, Hong Kong, and Taubman Properties Asia III LLC, a Delaware limited liability company (the “Company”).
UNDERWRITING AGREEMENTUnderwriting Agreement • March 12th, 2013 • Taubman Centers Inc • Real estate investment trusts • New York
GUARANTY OF PAYMENTGuaranty of Payment • November 1st, 2011 • Taubman Centers Inc • Real estate investment trusts • New York
The Taubman Realty Group Limited Partnership (“TRG”) entered into that certain Secured Revolving Credit Agreement dated as of October 13, 2004 with Eurohypo and the lenders set forth therein (the “Original Loan Agreement”) whereby the lenders under the Original Loan Agreement made that certain Revolving Credit Loan (the “Original Loan”) to TRG.
MORTGAGE, SECURITY AGREEMENT AND FIXTURE FILING BY SHORT HILLS ASSOCIATES, L.L.C., a Delaware limited liability company Bloomfield Hills, Michigan 48304, as Mortgagor TO METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation, PO Box 1902...Mortgage, Security Agreement and Fixture Filing • September 17th, 2015 • Taubman Centers Inc • Real estate investment trusts
THIS MORTGAGE, SECURITY AGREEMENT AND FIXTURE FILING (this “Mortgage”) is made as of the Execution Date by and between Mortgagor and Mortgagee with reference to the following Recitals:
TERMINATION OF VOTING AGREEMENT This Termination, dated January ___, 2003, of Voting Agreement (the "Voting Agreement"), dated November 14, 2002, by and between _____________________ and Robert S. Taubman ("RST").Termination of Voting Agreement • January 28th, 2003 • Taubman Centers Inc • Real estate investment trusts
THE TAUBMAN COMPANY LLC RESTRICTED SHARE UNIT AWARD AGREEMENTRestricted Share Unit Award Agreement • May 5th, 2020 • Taubman Centers Inc • Real estate investment trusts
THIS AWARD AGREEMENT, dated as of this [ ], is entered into by and between THE TAUBMAN COMPANY LLC, a Delaware limited liability company (the “Company”), and [ ] (the “Participant”). Capitalized terms have the meaning defined herein or as defined in the Plan, as applicable.
THIRD AMENDED AND RESTATED SECURED REVOLVING CREDIT AGREEMENT dated as of July 29, 2011 among DOLPHIN MALL ASSOCIATES LLC, FAIRLANE TOWN CENTER LLC and TWELVE OAKS MALL, LLC as Borrowers, THE LENDERS SIGNATORY HERETO, each as a Bank, EUROHYPO AG, NEW...Secured Revolving Credit Agreement • November 1st, 2011 • Taubman Centers Inc • Real estate investment trusts • New York
Page ARTICLE I DEFINITIONS; ETC. 2 SECTION 1.01 Definitions. 2 SECTION 1.02 Accounting Terms. 18 SECTION 1.03 Computation of Time Periods. 18 SECTION 1.04 Rules of Construction. 18 ARTICLE II THE LOANS 18 SECTION 2.01 The Loans. 18 SECTION 2.02 Purpose. 20 SECTION 2.03 Advances, Generally. 20 SECTION 2.04 Procedures for Advances. 20 SECTION 2.05 Additional Conditions to Advances. 20 SECTION 2.06 Interest Periods; Renewals. 21 SECTION 2.07 Interest. 21 SECTION 2.08 Fees. 22 SECTION 2.09 Notes. 22 SECTION 2.10 Prepayments. 22 SECTION 2.11 Termination of Commitments. 23 SECTION 2.12 Method of Payment. 23 SECTION 2.13 Elections, Conversions or Continuation of Loans. 23 SECTION 2.14 Minimum Amounts. 24 SECTION 2.15 Certain Notices Regarding Elections, Conversions and Continuations of Loans. 24 SECTION 2.16 Late Payment Premium. 24 SECTION 2.17 Letters of Credit. 24 SECTION 2.18 Extension Of Maturity. 26 ARTICLE III YIELD PROTECTION; ILLEGALI
Article 1 Background, Amendment and Restatement, and Term.Incentive Option Plan • March 27th, 1998 • Taubman Centers Inc • Real estate investment trusts • Michigan
