RECITALS:Purchase and Sale Agreement • May 11th, 1999 • Tejon Ranch Co • Agricultural production-crops • Arizona
EXHIBIT 4.2 TEJON RANCH CO. STOCK OPTION AGREEMENT PURSUANT TO THE 1992 EMPLOYEE STOCK INCENTIVE PLANStock Option Agreement • August 13th, 1997 • Tejon Ranch Co • Agricultural production-crops • Delaware
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TEJON DERMODY INDUSTRIAL LLCLimited Liability Company Agreement • April 1st, 2002 • Tejon Ranch Co • Agricultural production-crops • Delaware
EXHIBIT 10.6 TEJON RANCH CO. AMENDED AND RESTATED STOCK OPTION AGREEMENT Pursuant to the 1992 EMPLOYEE STOCK INCENTIVE PLAN This Incentive Stock Option Agreement ("Agreement") is made and entered into as of the Date of Grant indicated below by and...Stock Option Agreement • March 27th, 1998 • Tejon Ranch Co • Agricultural production-crops • Delaware
Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1 (f) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Entities (as such term is defined in the Schedule 13G)...Joint Filing Agreement • March 7th, 2002 • Tejon Ranch Co • Agricultural production-crops
Exhibit 10.1 TEJON RANCH CO. STOCK PURCHASE AGREEMENT ------------------------ THIRD AVENUE TRUST 767 Third Avenue New York, NY 10017 Carl Marks Strategic Investments, L.P. 135 East 57th Street New York, NY 10022 Dear Ladies and Gentlemen: Tejon Ranch...Stock Purchase Agreement • October 31st, 2000 • Tejon Ranch Co • Agricultural production-crops • New York
EXHIBIT 10.14 -------------Restricted Stock Agreement • March 27th, 2000 • Tejon Ranch Co • Agricultural production-crops • California
SEVERANCE AGREEMENT This Severance Agreement is entered into this 16th day of July, 1997 between Tejon Ranch Co., a Delaware corporation (the "Company") and EMPLOYEE NAME (the "Executive"). RECITALS The Company considers it essential and in the best...Severance Agreement • August 13th, 1997 • Tejon Ranch Co • Agricultural production-crops • California
TEJON RANCH CO. ____________ Common Shares Initially Offered Pursuant to Rights Distributed to Stockholders of Tejon Ranch Co. Dear Stockholders: This letter is being distributed to all holders of Common Stock, par value $.01 per share (the "Common...Rights Offering Agreement • October 31st, 2000 • Tejon Ranch Co • Agricultural production-crops
ContractLimited Liability Company Agreement • November 7th, 2024 • Tejon Ranch Co • Real estate
CREDIT AGREEMENT Dated as of November 17, 2023 among TEJON RANCHCORP, as the Borrower, AGWEST FARM CREDIT, PCA, as Administrative Agent and L/C Intermediary and THE OTHER LENDERS PARTY HERETO Arranged By: AGWEST FARM CREDIT, PCA, as Sole Lead Arranger...Credit Agreement • November 20th, 2023 • Tejon Ranch Co • Real estate • California
This CREDIT AGREEMENT is entered into as of November 17, 2023 among TEJON RANCHCORP, a California corporation (the “Borrower”), the Lenders (defined herein) and AGWEST FARM CREDIT, PCA, as Administrative Agent and L/C Intermediary.
EXHIBIT 10.9(1) TEJON RANCH CO. STOCK OPTION AGREEMENT PURSUANT TO THE NON- EMPLOYEE DIRECTOR STOCK INCENTIVE PLAN This Stock Option Agreement (this "Agreement") is made and entered into as of the Date of Grant indicated below by and between Tejon...Stock Option Agreement • March 27th, 1998 • Tejon Ranch Co • Agricultural production-crops • Delaware
LIMITED LIABILITY COMPANY AGREEMENT OF TRC‑MRC 1, LLCLimited Liability Company Agreement • November 8th, 2016 • Tejon Ranch Co • Real estate • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT OF TRC‑MRC 1, LLC, is entered into effective as of September 19, 2016 (the "Effective Date"), by and between TEJON INDUSTRIAL CORP., a California corporation ("Tejon"), and MAJESTIC TEJON I, LLC, a Delaware limited liability company ("Majestic"). The capitalized terms used herein shall have the respective meanings assigned to such terms in Article XIV.
MEMBERSHIP INTEREST PURCHASE AGREEMENT TEJON MOUNTAIN VILLAGE LLCMembership Interest Purchase Agreement • July 16th, 2014 • Tejon Ranch Co • Real estate • California
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made as of the 15th day of July, 2014 by and between DMB TMV LLC, an Arizona limited liability company (“Seller”), and TEJON RANCHCORP, a California corporation (“Purchaser”).
WATER SUPPLY AGREEMENTWater Supply Agreement • November 9th, 2015 • Tejon Ranch Co • Real estate • California
THIS WATER SUPPLY AGREEMENT (“Agreement”) is made this 6th day of August, 2015 (“Effective Date”), by Tejon Ranchcorp, a California corporation (“Tejon”), and by Pastoria Energy Facility, L.L.C., a Delaware limited liability company (“PEF”). Tejon and PEF are each sometimes referred to herein as a “Party” and collectively sometimes referred to herein as the “Parties,” as the context herein may require.
REDEMPTION AND WITHDRAWAL AGREEMENTRedemption and Withdrawal Agreement • March 13th, 2017 • Tejon Ranch Co • Real estate • Delaware
made and entered as of November 30, 2016 (the "Effective Date"), by and among CENTENNIAL FOUNDERS, LLC, a Delaware limited liability company, formerly known as RM Development Associates, LLC (the "Company"), LEWIS TEJON MEMBER, LLC, a Delaware limited liability company, and Lewis Investment Company, LLC, a California limited liability company ("Lewis"). Capitalized terms used herein and not otherwise defined herein shall have the meanings given to them in the Second Amended and Restated LLC Agreement (as defined in Recital A below). This Agreement is entered into with reference to the following facts and circumstances:
Tejon Ranch Co., Computershare, Inc. and Computershare Trust Company, N.A., Warrant Agent Warrant Agreement Dated as of August 7, 2013Warrant Agreement • August 8th, 2013 • Tejon Ranch Co • Real estate • New York
WARRANT AGREEMENT, dated as of August 7, 2013, between Tejon Ranch Co., a Delaware corporation (the “Company”), Computershare, Inc., a Delaware corporation and its fully owned subsidiary Computershare Trust Company, N.A., national banking association (collectively, the “Warrant Agent” or individually “Computershare” and the “Trust Company”, respectively).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CENTENNIAL FOUNDERS, LLC DATED: JULY 31, 2009 BY AND AMONG TEJON RANCHCORP, a California corporation, STANDARD PACIFIC CORP., a Delaware corporation, STANDARD PACIFIC INVESTMENT CORP.,...Limited Liability Company Agreement • August 10th, 2009 • Tejon Ranch Co • Real estate • Delaware
THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is made and entered into effective as of this 31st day of July, 2009 (the “Effective Date”), by and among TEJON RANCHCORP, a California corporation (“Tejon”), STANDARD PACIFIC CORP., a Delaware corporation (“Standard Pacific”), STANDARD PACIFIC INVESTMENT CORP., a Delaware limited liability company (“SPIC”), LEWIS INVESTMENT COMPANY, LLC, a California limited liability company (“Lewis”), and PARDEE HOMES, a California corporation, formerly known as Pardee Construction Company (“Pardee”) (collectively, the “Members” and each a “Member”), for the purposes, among other things, of defining the rights and obligations of the Members with respect to Centennial Founders, LLC, a Delaware limited liability company, formerly known as RM Development Associates, LLC (the “Company”).
TEJON RANCH C 0 M P A NY June 21, 2023 Marc Hardy 28 Alderbrook Irvine, CA 92604 Dear Marc: This separation agreement (“Separation Agreement” or ‘Agreement”) will confirm our mutual understanding regarding the separation of your employment with the...Separation Agreement • August 3rd, 2023 • Tejon Ranch Co • Real estate
LIMITED LIABILITY COMPANY AGREEMENT OF TEJON MOUNTAIN VILLAGE LLC DATED: MAY 19, 2006 BY AND BETWEEN TEJON RANCHCORP, a California corporation, AND DMB TMV LLC an Arizona limited liability companyLimited Liability Company Agreement • May 24th, 2006 • Tejon Ranch Co • Real estate • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is made and entered into as of this 19th day of May (the “Effective Date”), by and between TEJON RANCHCORP, a California corporation (“Tejon”), and DMB TMV LLC, an Arizona limited liability company (“DMB”) (collectively, the “Members” and each a “Member”), for the purposes, among other things, of forming Tejon Mountain Village LLC (the “Company”) under the laws of the State of Delaware, and defining the rights and obligations of the Members with respect to the Company.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 7th, 2004 • Tejon Ranch Co • Agricultural production-crops • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 5, 2004, by and among Tejon Ranch Co., a Delaware corporation, with headquarters located at 4436 Lebec Road, Post Office Box 1000, Lebec, California 93243 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto as Exhibit A (each, a “Buyer” and collectively, the “Buyers”).
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 17th, 2014 • Tejon Ranch Co • Real estate • California
THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of October 13, 2014, by and between TEJON RANCHCORP, a California corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
CONFIDENTIAL Separation, RESIGNATION AND General RELEASE AGREEMENTSeparation Agreement • November 9th, 2015 • Tejon Ranch Co • Real estate • California
THIS CONFIDENTIAL SEPARATION, RESIGNATION AND GENERAL RELEASE AGREEMENT (hereinafter referred to as the “Agreement”) is entered into by and between Gregory J. Tobias (“Mr. Tobias”) Tejon Ranch Co. (the “Company”) All benefits and rights provided to Tejon Ranch Co. in this Agreement shall also inure to the benefit of Tejon Ranchcorp..
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 8th, 2013 • Tejon Ranch Co • Real estate • California
This Executive Employment Agreement (“Agreement”) is entered into as of January 31, 2013 (the “Effective Date”), by and between Tejon Ranch Company (the “Company”) and Allen E. Lyda (“Executive”). Currently, Executive is employed by the Company as Executive Vice President, Chief Financial Officer, and Assistant Corporate Secretary.
REDEMPTION AND WITHDRAWAL AGREEMENTRedemption and Withdrawal Agreement • March 1st, 2019 • Tejon Ranch Co • Real estate • Delaware
THIS REDEMPTION AND WITHDRAWAL AGREEMENT (this "Agreement") is made and entered as of December 31, 2018 (the "Effective Date"), by and among CENTENNIAL FOUNDERS, LLC, a Delaware limited liability company, formerly known as RM Development Associates, LLC (the "Company"), and STANDARD PACIFIC INVESTMENT CORP. a Delaware limited liability company (“SPIC”) and CALATLANTIC GROUP, INC., a Delaware corporation, as successor to the former CalAtlantic Group, Inc. (formerly known as Standard Pacific Corp., a Delaware corporation), which was successor by merger to The Ryland Group, Inc. (“Standard Pacific”) (on behalf of itself and SPIC, collectively “CalAtlantic Group”). SPIC and CalAtlantic Group are each individually a “Withdrawing Member” and, collectively, are the “Withdrawing Members”. Capitalized terms used herein and not otherwise defined herein shall have the meanings given to them in the LLC Agreement (as defined in Recital A below). This Agreement is entered into with reference to the
REGISTRATION AND REIMBURSEMENT AGREEMENTRegistration and Reimbursement Agreement • December 20th, 2005 • Tejon Ranch Co • Real estate • California
THIS REGISTRATION AND REIMBURSEMENT AGREEMENT (the “Agreement”) is made as of December 19, 2005, by and among Tejon Ranch Co., a Delaware corporation (the “Company”), Donald Haskell, an individual (“Haskell”), M.H. Sherman Company, a California corporation (“M.H. Sherman”), and Ardell Investment Company, a California corporation (“Ardell”; Haskell, M.H. Sherman and Ardell are each a “Stockholder” and collectively, the “Stockholders”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • March 13th, 2017 • Tejon Ranch Co • Real estate • Delaware
This Second Amendment to Second Amended and Restated Limited Liability Company Agreement of Centennial Founders, LLC (this “Amendment”) is made and entered into as of November 30, 2016 (the “Second Amendment Effective Date”), by and among Tejon Ranchcorp, a California corporation (“Tejon”), Standard Pacific Investment Corp., a Delaware limited liability company (“SPIC”), CalAtlantic Group, Inc., a Delaware corporation, formerly known as Standard Pacific Corp., a Delaware corporation (“Standard Pacific”) (on behalf of itself and SPIC (unless otherwise noted), collectively, “CalAtlantic”), and Pardee Homes, a California corporation (“Pardee”). Except where otherwise defined herein, the capitalized terms used in this Amendment shall have the respective meanings assigned to such terms in the Second Amended and Restated LLC Agreement (as defined in Recital A below). This Amendment is entered into with reference to the following facts and circumstances:
March 19, 2024Consulting Agreement • March 26th, 2024 • Tejon Ranch Co • Real estate
This Letter Agreement (“Letter Agreement”) sets forth the understanding between Tejon Ranch Co. (the “Company”) and yourself, Greg Bielli (“Consultant”), regarding our agreement to pay for consulting and advisory services that you have agreed to provide the Company and its affiliates following your retirement, which is anticipated on December 31, 2024 (the “Retirement Date”).
FOURTH AMENDMENT to SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of CENTENNIAL FOUNDERS, LLCLimited Liability Company Agreement • March 1st, 2019 • Tejon Ranch Co • Real estate
This Fourth Amendment to Second Amended and Restated Limited Liability Company Agreement of Centennial Founders, LLC (this “Fourth Amendment”) is made and effective as of December 31, 2018, by and among Tejon Ranchcorp, a California corporation (“Tejon”), and Pardee Homes, a California corporation (“Pardee”; together with Tejon, the “Remaining Members” and each a “Remaining Member”), and is acknowledged by Standard Pacific Investment Corp., a Delaware limited liability company (“SPIC”) and CalAtlantic Group, Inc., a Delaware corporation, as successor to the former CalAtlantic Group, Inc. (formerly known as Standard Pacific Corp., a Delaware corporation), which was successor by merger to The Ryland Group, Inc. (“Standard Pacific”) (on behalf of itself and SPIC (unless otherwise noted), collectively, “CalAtlantic”). SPIC and CalAtlantic are each individually, as used in this Fourth Amendment, a “CA Withdrawing Member” and, collectively, are the “CA Withdrawing Members.”
ANDOption Agreement • August 16th, 1999 • Tejon Ranch Co • Agricultural production-crops
ContractSettlement Agreement • March 3rd, 2022 • Tejon Ranch Co • Real estate • California
EXHIBIT 10.7Severance Agreement • March 27th, 1998 • Tejon Ranch Co • Agricultural production-crops • California
LIMITED LIABILITY COMPANY AGREEMENT OF TRCC/ROCK OUTLET CENTER LLCLimited Liability Company Agreement • June 4th, 2013 • Tejon Ranch Co • Real estate • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT OF TRCC/ROCK OUTLET CENTER LLC, is entered into effective as of May 31, 2013 (the “Effective Date”), by and between TEJON INDUSTRIAL CORP., a California corporation (“Tejon”), and ROCKEFELLER GROUP DEVELOPMENT CORPORATION, a New York corporation (“Rockefeller”). The capitalized terms used herein shall have the respective meanings assigned to such terms in Article XIII.
EXHIBIT 10.16 ------------- Ground LeaseGround Lease • April 1st, 2002 • Tejon Ranch Co • Agricultural production-crops
EXHIBIT 10.10(1) TEJON RANCH CO. STOCK OPTION AGREEMENT Pursuant to the 1998 STOCK INCENTIVE PLAN This Incentive Stock Option Agreement ("Agreement") is made and entered into as of the Date of Grant indicated below by and between Tejon Ranch Co., a...Stock Option Agreement • March 27th, 1998 • Tejon Ranch Co • Agricultural production-crops • California
