RECITALSRegistration Rights Agreement • August 13th, 1999 • National Golf Properties Inc • Real estate investment trusts • California
EXHIBIT 10.4 AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF JULY 30, 1999Credit Agreement • August 13th, 1999 • National Golf Properties Inc • Real estate investment trusts • Illinois
EXHIBIT 1.1 NATIONAL GOLF PROPERTIES, INC. (a Maryland corporation) 625,000 Shares of Common Stock PURCHASE AGREEMENT Dated: February [__], 1999 Table of ContentsPurchase Agreement • February 18th, 1999 • National Golf Properties Inc • Real estate investment trusts • New York
EXHIBIT 99.6 MANAGEMENT AGREEMENT This MANAGEMENT AGREEMENT (this "Agreement"), is made as of July 19, 2002, by and between American Golf Corporation, a California corporation ("AGC") and AGC Operating Company, LLC, a Delaware limited liability...Management Agreement • July 23rd, 2002 • National Golf Properties Inc • Real estate investment trusts • California
By: /s/ Scott S. Thompson --------------------------------------- Print Name: Scott S. Thompson --------------------------- Title: Vice President - General Counsel -------------------------------- SCHEDULE OF LOANS AND PAYMENTS OF PRINCIPAL TO NOTE OF...Revolving Credit Agreement • May 17th, 1999 • National Golf Properties Inc • Real estate investment trusts
This Note is one of the Notes issued pursuant to, and is entitled to the benefits of, the Revolving Credit Agreement (as the same may be amended or modified the "Agreement"), dated as of March 29, 1999 among the Borrower, National Golf Properties, Inc., as Guarantor and General Partner, The First National Bank of Chicago, individually and as Administrative Agent, Merrill Lynch Capital Corporation, individually and as Syndication Agent, First Chicago Capital Markets, Inc. and Merrill Lynch, Pierce, Fenner & Smith, Incorporated as Arrangers and the other lenders named therein, to which Agreement reference is hereby made for a statement of the terms and conditions governing this Note, including the terms and conditions under which this Note may be prepaid or its maturity date accelerated. Capitalized terms used herein and not otherwise defined herein are used with the meanings attributed to them in the Agreement.
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT Dated as of March 30, 1999Asset Purchase Agreement • April 15th, 1999 • National Golf Properties Inc • Real estate investment trusts • Delaware
LEASE -----Lease • February 10th, 1998 • National Golf Properties Inc • Real estate investment trusts • California
EXHIBIT 10.7 INDEMNIFICATION AGREEMENT ------------------------- THIS INDEMNIFICATION AGREEMENT is made and entered into this 14/th/ day of December, 2001 (this "Agreement"), by and between National Golf Properties, Inc., a Maryland corporation (the...Indemnification Agreement • April 1st, 2002 • National Golf Properties Inc • Real estate investment trusts
EXHIBIT 10.1 ================================================================== ============== SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIPLimited Partnership Agreement • May 15th, 1998 • National Golf Properties Inc • Real estate investment trusts • Delaware
EXHIBIT 1.1 NATIONAL GOLF PROPERTIES, INC. (a Maryland corporation) 1,100,000 Shares of Common Stock PURCHASE AGREEMENT Dated: May 16, 2001 Table of ContentsPurchase Agreement • May 18th, 2001 • National Golf Properties Inc • Real estate investment trusts • New York
EXHIBIT 10.2 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 15th, 1998 • National Golf Properties Inc • Real estate investment trusts • California
EXHIBIT 10.3 CONTRIBUTION AGREEMENT By and Among BELCREST REALTY CORPORATION AND BELAIR REAL ESTATE CORPORATION and NATIONAL GOLF OPERATING PARTNERSHIP, L.P. and NATIONAL GOLF PROPERTIES, INC. Dated: As of July 28, 1999 CONTRIBUTION AGREEMENT...Contribution Agreement • August 13th, 1999 • National Golf Properties Inc • Real estate investment trusts • New York
EXECUTION VERSION WHOLLY-OWNED SUBSIDIARIES PLEDGE AGREEMENTPledge Agreement • July 23rd, 2002 • National Golf Properties Inc • Real estate investment trusts • California
RECITALS:Credit Agreement • July 2nd, 2002 • National Golf Properties Inc • Real estate investment trusts
LEASE ----- THIS LEASE ("Lease"), dated for reference purposes only July 11, 1996, ----- is entered into by and between NATIONAL GOLF OPERATING PARTNERSHIP, L.P., a Delaware limited partnership ("Landlord"), and THE LINKS GROUP, INC., a Delaware...Lease • March 20th, 1997 • National Golf Properties Inc • Real estate investment trusts • South Carolina
EXHIBIT 10.2 REVOLVING CREDIT AGREEMENT DATED AS OF MARCH 29, 1999Revolving Credit Agreement • May 17th, 1999 • National Golf Properties Inc • Real estate investment trusts • Illinois
EXHIBIT 10.2 PUMPKIN RIDGE JOINT VENTURE JOINT VENTURE AGREEMENT ----------------------- 1. Parties. ------- This Joint Venture Agreement (the "Agreement") is dated as of September 8, 1997, by and among NATIONAL GOLF OPERATING PARTNERSHIP L.P., a...Joint Venture Agreement • November 4th, 1997 • National Golf Properties Inc • Real estate investment trusts
EXHIBIT 10.2 $100,000,000 CREDIT AGREEMENT DATED AS OF APRIL 25, 1997 AMONG NATIONAL GOLF OPERATING PARTNERSHIP, L.P. AS BORROWER -- -------- NATIONAL GOLF PROPERTIES, INC., AS A GUARANTOR, -- ----------- THE LENDER PARTIES NAMED HEREIN AS LENDER...Credit Agreement • May 1st, 1997 • National Golf Properties Inc • Real estate investment trusts • California
EXHIBIT 10.45 LOAN AGREEMENTLoan Agreement • April 15th, 1999 • National Golf Properties Inc • Real estate investment trusts
FIFTH AMENDMENT AND EXTENSION OF FORBEARANCE AGREEMENT ---------------------Forbearance Agreement • June 18th, 2002 • National Golf Properties Inc • Real estate investment trusts • Illinois
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NATIONAL GOLF OPERATING PARTNERSHIP, L.P.Agreement of Limited Partnership • August 13th, 1999 • National Golf Properties Inc • Real estate investment trusts • Delaware
AGREEMENT SECTION 1 Assumption of Obligations. (a) The Partnership hereby -------------------------- irrevocably and unconditionally assumes and agrees and hereby promises to pay, perform and discharge, as its direct and primary obligation, all of the...Assumption Agreement • March 20th, 1997 • National Golf Properties Inc • Real estate investment trusts • New York
EXHIBIT 10.41 ------------- REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement (the "Agreement") is made and entered into as of July 30, 1996, by and among NATIONAL GOLF PROPERTIES, INC., a Maryland...Registration Rights Agreement • March 20th, 1997 • National Golf Properties Inc • Real estate investment trusts • California
By: /s/ Scott S. Thompson ----------------------------------- Print Name: Scott S. Thompson --------------------------- Title: Vice President - General Counsel -------------------------------- SCHEDULE OF LOANS AND PAYMENTS OF PRINCIPAL TO NOTE OF...Note • May 17th, 1999 • National Golf Properties Inc • Real estate investment trusts
This Note is one of the Notes issued pursuant to, and is entitled to the benefits of, the Revolving Credit Agreement (as the same may be amended or modified the "Agreement"), dated as of March 29, 1999 among the Borrower, National Golf Properties, Inc., as Guarantor and General Partner, The First National Bank of Chicago, individually and as Administrative Agent, Merrill Lynch Capital Corporation, individually and as Syndication Agent, First Chicago Capital Markets, Inc. and Merrill Lynch, Pierce, Fenner & Smith, Incorporated as Arrangers and the other lenders named therein, to which Agreement reference is hereby made for a statement of the terms and conditions governing this Note, including the terms and conditions under which this Note may be prepaid or its maturity date accelerated. Capitalized terms used herein and not otherwise defined herein are used with the meanings attributed to them in the Agreement.
PURCHASE AGREEMENT BY AND AMONG AMERICAN GOLF CORPORATION, GOLF ENTERPRISES, INC., NEW AGC LLC, DAVID G. PRICE AND DALLAS P. PRICE, THE DAVID G. PRICE TRUST AND THE DALLAS P. PRICE TRUST, THE AGC SELLERS AND THE TRANSFERRED ENTITY SELLERSPurchase Agreement • September 18th, 2002 • National Golf Properties Inc • Real estate investment trusts • Delaware
RECITALSCredit Enhancement Agreement • November 18th, 2002 • National Golf Properties Inc • Real estate investment trusts • California
RECITALSConsulting Agreement • August 6th, 1997 • National Golf Properties Inc • Real estate investment trusts • California
EXECUTION VERSION WAIVER AND CONSENT THIS WAIVER AND CONSENT ("Waiver and Consent"), dated as of July 19, 2002, is entered into by and among MOUNTAINGATE LAND, L.P., a California limited partnership (the "Company"), DAVID G. PRICE, an individual...Waiver and Consent • July 23rd, 2002 • National Golf Properties Inc • Real estate investment trusts • California
BY AND AMONGAgreement and Plan of Merger and Reorganization • September 18th, 2002 • National Golf Properties Inc • Real estate investment trusts • Delaware
AMENDED AND RESTATED GENERAL CONTINUING GUARANTY, dated as of July 1, ------------------------------------------------ 1996 (as amended from time to time, the "Guaranty"), of National Golf -------- Properties, Inc., a Maryland corporation (the...General Continuing Guaranty • March 20th, 1997 • National Golf Properties Inc • Real estate investment trusts • New York
EXHIBIT 10.54 EMPLOYMENT AGREEMENT AGREEMENT by and between National Golf Operating Partnership, L.P., a Delaware limited partnership (the "Company") and Paul W. Major (the "Executive") dated as of the 20th day of June, 2002 (the "Effective Date")....Employment Agreement • August 14th, 2002 • National Golf Properties Inc • Real estate investment trusts • California
EXHIBIT 10.3 NATIONAL GOLF PROPERTIES, INC. DEFERRED COMPENSATION PLAN TRUST AGREEMENT This Agreement made as of June 1, 1997, by and between National Golf Properties, Inc., a Maryland corporation, ("Company") and Imperial Trust Company ("Trustee");...Trust Agreement • August 6th, 1997 • National Golf Properties Inc • Real estate investment trusts • California
EXHIBIT 99.7 PARTNERSHIP INTEREST PLEDGE AGREEMENTPartnership Interest Pledge Agreement • November 18th, 2002 • National Golf Properties Inc • Real estate investment trusts • New York
RECITALSExtension and Amendment Agreement • November 18th, 2002 • National Golf Properties Inc • Real estate investment trusts • California
EXHIBIT 10.5 AMENDED AND RESTATED GUARANTY This Amended and Restated Guaranty ("Guaranty") is made as of July 30, 1999, by National Golf Properties, Inc., a Maryland corporation (the "Guarantor"), to and for the benefit of The First National Bank of...Guaranty • August 13th, 1999 • National Golf Properties Inc • Real estate investment trusts • Illinois
