EXHIBIT 10.2
JOINDER TO GUARANTY
THIS JOINDER is executed as of this 30st day of August, 2004 by Glimcher
River Valley Mall, LLC, a Delaware limited liability company ("Subsidiary"),
Glimcher Properties Limited Partnership, a Delaware limited partnership
("Borrower"), and Glimcher DEVELOPMENT CORPORATION, a Delaware corporation,
which hereby agree as follows:
1. All capitalized terms used herein and not defined in this Joinder shall
have the meanings provided in that certain Subsidiary Guaranty (the "Guaranty")
dated as of October 17, 2003 executed for the benefit of KeyBank National
Association, as agent for itself and certain other lenders, with respect to a
loan from the Lenders to Borrower.
2. As required by the Credit Agreement described in the Guaranty,
Subsidiary is executing this Joinder to become a party to the Guaranty.
3. Each and every term, condition, representation, warranty, and other
provision of the Guaranty, by this reference, is incorporated herein as if set
forth herein in full and the undersigned agrees to fully and timely perform each
and every obligation of a Subsidiary Guarantor under such Guaranty.
4. Schedule A attached hereto is hereby added to the Credit Agreement as a
schedule of the current list of Collateral Pool Assets updated as of the date
hereof.
5. Borrower, in its capacity as property manager ("Manager") and Glimcher
Development Corporation, in its capacity as a service provider ("Service
Provider") pursuant to that Management Agreement dated as of December, 2001 by
and among Subsidiary, Manager, and Service Provider, hereby agree that the
Management Agreement and all claims Manager or Service Provider may now have or
may hereafter acquire against Subsidiary on account of services or obligations
to be performed by Manager or Service Provider under the Management Agreement
shall be and hereby are subordinated to the Notes, the Credit Agreement, and the
other Loan Documents, including, without limitation, all indebtedness and any
interest, fees, costs or expenses thereon due or to become due to Lenders under
the Notes, the Credit Agreement, and any other Loan Document.
[SIGNATURES APPEAR ON NEXT AGE]
IN WITNESS WHEREOF, the Subsidiary, Borrower and Service Provider have
executed this Joinder as of the date first above written.
SUBSIDIARY:
GLIMCHER RIVER VALLEY MALL, LLC, a
Delaware limited liability company
By: Glimcher Properties Limited Partnership,
a Delaware limited partnership, sole member
By: Glimcher Properties Corporation,
a Delaware corporation, Sole
General Partner
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx,
Executive Vice President
BORROWER/MANAGER
GLIMCHER PROPERTIES LIMITED
PARTNERSHIP, a Delaware limited partnership
By: Glimcher Properties Corporation,
a Delaware corporation, Sole General Partner
By: /s/ Xxxxxx X. Xxxxxxx
----------------------------------
Xxxxxx X. Xxxxxxx,
Executive Vice President
SERVICE PROVIDER:
GLIMCHER DEVELOPMENT CORPORATION,
a Delaware corporation
By: /s/ Xxxxxx X. Xxxxxxx
----------------------------------
Xxxxxx X. Xxxxxxx,
Executive Vice President
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Schedule A
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Current List of Collateral Pool Assets
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Property Owner Xxxxxxx Xxxx Xxxxxx Xxxxx Xxx
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Xxxxxx Xxxxx Xxxxxxxx Properties, LP 000 X. 00xx Xxxxx (Xxxxxx) Xxxxxxx Xxxx 00000
Mall Street
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Xxxxxxxxx Xxxx Xxxxxxxx Xxxxxxxxx 000 Xxxxxxxxx Xxxxxx Xxxxx Xxxxxxxxx 00000
Venture, LLC Drive
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New Towne Mall Glimcher Properties, LP 000 Xxxx Xxxxxx, Xxx Xxxxxxxxxxxx Xxxxxxxxxxx Xxxx 00000
SE
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River Valley Glimcher River Valley 0000 Xxxxx Xxxxxxxxx Xxxxxxxxx Xxxx 00000
Mall Mall, LLC Valley Circle
South
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