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EXHIBIT 00.xx
ASSIGNMENT AND ASSUMPTION OF CONTRACTS
THIS ASSIGNMENT AND ASSUMPTION OF CONTRACTS (hereinafter referred to as
this "AGREEMENT"), made and entered into as of the 30th day of August, 1996, by
and between THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK, a New York
corporation (hereinafter referred to as "SELLER"), and OVERSEAS PARTNERS
(AFC), INC., a Georgia corporation (hereinafter referred to as "Purchaser"),
WITNESSETH:
WHEREAS, Seller is the owner of certain improved real property
(hereinafter referred to as the "PROPERTY") located in the City of Atlanta
County of Xxxxxx, State of Georgia, as more particularly described in EXHIBIT
"A" attached hereto and by this reference made a part hereof; and
WHEREAS, Seller has on even date conveyed the Property to Purchaser,
and in connection therewith Seller wishes hereby to transfer and assign to
Purchaser all of Seller's right, title and interest in and to certain service
contracts related to the Property as more particularly described below.
NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10.00) and
other good and valuable consideration, in hand paid by Purchaser to Seller, the
receipt and sufficiency of which are hereby acknowledged, Seller and Purchaser
hereby covenant and agree as follows:
1. ASSIGNMENT AND ASSUMPTION. Seller hereby transfers and assigns
to Purchaser, if and to the extent assignable, all of Seller's right, title and
interest in and to the contracts and agreements (hereinafter referred to
collectively as the "SERVICE CONTRACTS") described in EXHIBIT "B" attached
hereto and by this reference made a part hereof. Purchaser hereby assumes
Seller's obligations and liabilities arising from and after the date of this
Agreement under the Service Contracts. Further, Purchaser hereby agrees to
indemnify Seller and hold Seller harmless from any loss, damage, liability, cost
or expense (including, without limitation, court costs and attorney's fees)
which Seller shall hereafter incur or have asserted against it with regard to
said obligations and liabilities assumed by Purchaser in connection with the
Service Contracts.
2. SELLER'S INDEMNITY. Seller hereby agrees to indemnify
Purchaser and hold Purchaser harmless from any loss, damage, liability, cost or
expense (including, without limitation, court costs and attorney's fees) which
Purchaser shall hereafter incur or have asserted against it in connection with
obligations and liabilities under the Service
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Contracts to the extent performance or payment of such obligations and
liabilities was due prior to the date of this Agreement.
3. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon
and inure to the benefit of Purchaser and Seller and their respective heirs,
legal representatives, successors and assigns.
IN WITNESS WHEREOF, Seller and Purchaser have executed this Agreement
under seal as of the date first above written.
SELLER
THE MUTUAL LIFE INSURANCE COMPANY
OF NEW YORK, a New York corporation
By:/s/Xxxxx X. Xxxxxxx
---------------------------------
Xxxxx X. Xxxxxxx,
Senior Vice President
ARES Realty Capital, Inc.
Authorized Signatory
[CORPORATE SEAL]
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[EXECUTION PAGE FOR ASSIGNMENT AND ASSUMPTION OF CONTRACTS]
PURCHASER:
OVERSEAS PARTNERS (AFC), INC.,
a Georgia corporation
By:/s/Xxxxx X. Xxxxxx
---------------------------
NAME: Xxxxx X. Xxxxxx
TITLE: President
[CORPORATE SEAL]
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LEGAL DESCRIPTION OF LAND
PHASE I
ALL THAT TRACT OR PARCEL OF LAND lying and being in Land Xxxx 00 xxx 00, 00xx
Xxxxxxxx, Xxxx of Atlanta, Xxxxxx County, Georgia and being more particularly
described as follows:
TO FIND THE TRUE POINT OF BEGINNING, begin at the point formed by the
intersection of the northernmost right-of-way line of Highland Drive (a 50-foot
right-of-way) with the easternmost right-of-way line of Peachtree Road (a
variable right-of-way being 80 feet at this point) and proceed thence in a
northerly direction along the aforesaid easternmost right-of-way line, following
the curvature thereof, a distance of 365.1 feet to an iron pin which is THE TRUE
POINT OF BEGINNING.
FROM THE TRUE POINT OF BEGINNING THUS ESTABLISHED proceed thence along the
aforesaid easternmost right-of-way line north 13(degree)43'08" east a distance
of 37.39 feet to a point on the aforesaid easternmost right-of-way line; proceed
thence along the aforesaid easternmost right-of-way line along an arc of a curve
to the right, an arc distance of 179.12 feet to a point, said arc being
subtended by a chord 178.99 feet in length and bearing north 20(degree)26'46"
east; proceed thence along the aforesaid easternmost right-of-way line north
26(degree)16'11" east a distance of 48.21 feet to a point on the aforesaid
easternmost right-of-way line; proceed thence along the aforesaid easternmost
right-of-way line north 28(degree)17'14" east 48.18 feet to a point on the
aforesaid easternmost right-of-way line; proceed thence along the aforesaid
easternmost right-of-way line north 30(degree)11'09" east a distance of 48.15
feet to a point on the aforesaid easternmost right-of-way line; proceed thence
north 32(degree)20'44" east a distance of 57.74 feet to a point on the aforesaid
easternmost right-of-way line; proceed thence along the aforesaid easternmost
right-of-way line north 55(degree)03'02" east a distance of 8.44 feet to a point
on the aforesaid easternmost right-of-way line; proceed thence along an arc of a
curve to the left, departing from the aforesaid easternmost right-of-way line,
an arc distance of 178.88 feet, said arc being subtended by a chord 178.87 feet
in length and bearing south 32(degree)44'02" east; proceed thence along an arc
of a curve to the left, an arc distance of 23.09 feet to a point, said arc being
subtended by a chord 23.09 feet in length and bearing south 31(degree)15'01"
east; proceed thence south 31(degree)11'25" west, a distance of 26.49 feet to a
point; proceed thence south 81(degree)18'35" east, a distance of 35.04 feet to a
point; proceed thence south 14(degree)08'05" east, a distance of 140.56 feet to
a point; proceed thence south 81(degree)21'18" east, a distance of 0.36 feet to
a point; proceed thence north 31(degree)11'25" east, a distance of 366.62 feet
to a point; proceed thence south 74(degree)31'03" east, a distance of 10.04 feet
to a point; proceed thence north 13(degree)51'45" west, a distance of 261.95
feet to a point; proceed thence north 48(degree)03'44" west, a distance of 95.71
feet to a point located on the aforesaid easternmost right-of-way line of
Peachtree Road; proceed thence along the aforesaid easternmost right-of-way line
north 39(degree)15'08" east, a distance of 142.28 feet to a point; proceed
thence south 13(degree)51'45" east, a distance of 1,104.35 feet to a point
located
EXHIBIT 'A'
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on the Land Lot line common to Land Xxxx 00 xxx 00 xx xxx 00xx Xxxxxxxx xx
Xxxxxx Xxxxxx, Xxxxxxx; proceed thence along the said common Land Lot line north
89(degree)37'06" west, a distance of 363.25 feet; proceed thence, departing from
said common Land and Xxx xxxx, xxxxx 00(xxxxxx)00'00" west, a distance of 218.41
feet to a point; proceed thence north 79(degree)10'45" west, a distance of
356.72 feet to a point located on the aforesaid easternmost right-of-way line of
Peachtree Road, said point being the TRUE POINT OF BEGINNING, said tract or
parcel of land being more particularly shown as "Phase I" on that certain survey
by Xxxxxxx & Associates bearing the seal and certification of Xxxxxxx X. Xxxxxx,
Georgia Registered Land Surveyor No. 1946, prepared for Overseas Partners
Capital Corp., dated December 20, 1993, last revised August 27, 1996, and
bearing file no. 93153, which survey is incorporated herein by this reference.
LESS AND EXCEPT that portion of the above property conveyed by the following:
(1) Limited Warranty Deed from R-H Building Partners, Ltd., a Georgia
limited partnership, as to an undivided 50% interest and The Mutual Life
Insurance Company of New York, a New York corporation, as to an undivided 50%
interest, together doing business as Atlanta Financial Center Associates, a
Georgia Joint Venture to The Department of Transportation of the State of
Georgia, dated December 22, 1986, filed for record December 23, 1986 at 1:41
p.m., recorded in Deed Book 10513, Page 108, Records of Xxxxxx County, Georgia
(2) Limited Warranty Deed from Atlanta Financial Center
Associates, a Georgia joint venture composed of The Mutual Life Insurance
Company of New York and R-H Building Partners, Ltd., to the Department of
Transportation of the State of Georgia, dated April 4, 1989, filed for record
July 19, 1989 at 9:30 am., recorded in Deed Book 12667, Page 115, aforesaid
Records.
TOGETHER WITH all easements appurtenant to the above property created by the
following:
(a) Parking Deck and Easement Agreement by and among Xxxxxxx X.
Xxxxxx, Xxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxx, and X-X Building Partners, Ltd.,
dated July 15, 1981, recorded in Deed Book 7903, PAGE 165, aforesaid Records; as
amended by that certain amendment of Parking Deck and Easement Agreement, dated
July 15, 1981, recorded in Deed Book 7903, Page 385, aforesaid Records (said
Amendment having been terminated by Agreement dated September 20, 1982, recorded
in Deed Book 8255, Page 475, aforesaid Records); as further amended by Second
Amendment to Parking Deck and Easement Agreement, dated July 18, 1985, recorded
in Deed Book 9618, Page 37, aforesaid Records; as further amended by that
certain Third Amendment to Parking Deck and Easement Agreement, dated as of July
18, 1985, recorded in Deed Book 10290, Page 389, aforesaid Records; as further
amended by that certain Declaration of Release dated December 22, 1986, recorded
Deed Book 10561, Page 358, aforesaid Records; as further amended by that certain
Fourth Amendment to Parking Deck and Easement Agreement, dated as of August 11,
1988, recorded in Deed Book 11790, Page 76, aforesaid Records.
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EXHIBIT 'A'
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(b) Reciprocal Easement Agreement by and among Xxxxxxxx-Xxxxxxxx
Properties, Inc., R-H Associates Bldg. II Corp. and Atlanta Financial Center
Associates, dated July 18, 1985, recorded in Deed Book 9618, Page 68, aforesaid
Records; as amended by that certain First Amendment to Reciprocal Easement
Agreement, dated as of July 18, 1985, recorded in Deed Book 10290, Page 411,
aforesaid Records; as further amended by that certain Declaration of Release,
dated December 22, 1986, recorded in Deed Book 10561, Page 358, aforesaid
Records; as further amended by that certain Second Amendment to Reciprocal
Easement Agreement, dated as of August 11, 1988, recorded in Deed Book 11790,
Page 69, aforesaid Records.
(c) Agreement by and among R-H Associates Bldg. II Corp.,
Atlanta Financial Center Associates, Xxxxxxxx-Xxxxxxxx Properties, Inc. and the
Department of Transportation of the State of Georgia, dated July 18, 1985,
recorded in Deed Book 9618, Page 145, aforesaid Records; as amended by that
certain Amendment to Agreement dated as of July 18, 1985, recorded in Deed Book
10290, page 289, aforesaid Records; the interest of R-H Associates Bldg. II
Corp. thereunder having been assigned to Two Atlanta Financial Center Associates
by that certain Assignment and Assumption (DOT Agreements), dated July 28, 1987,
recorded in Deed Book 10973, Page 179, aforesaid Records.
(d) Agreement Regarding Georgia 400 Extension, by and among R-H Associates
Bldg. II Corp., Xxxxxxxx-Xxxxxxxx Properties, Inc., Atlanta Financial Center
Associates, MONY Mortgage Investors, and The Mutual Life Insurance Company of
New York dated July 18, 1985, recorded in Deed Book 9623, Page 75, aforesaid
Records; as amended by that certain First Amendment to Agreement Regarding
Georgia Highway 400 Extension, dated as of July 18, 1985, recorded in Deed Book
10290, Page 419, aforesaid Records; the interest of R-H Associates Bldg. II
Corp. thereunder having been assigned to Two Atlanta Financial Center Associates
by that certain Assignment and Assumption (DOT Agreements) dated July 28, 1987,
recorded in Deed Book 10973, Page 179, aforesaid Records.
(e) Limited Warranty Deed from R-H Building Partners, Ltd., a Georgia
limited partnership, as to an undivided 50% interest and The Mutual Life
Insurance Company of New York a New York corporation, as to an undivided 50%
interest, together doing business as Atlanta Financial Center Associates, a
Georgia Joint Venture to The Department of Transportation of the State of
Georgia, dated December 22, 1986, filed for record December 23, 1986 at 1:41
p.m., recorded in Deed Book 10513, Page 108, aforesaid Records.
(f) Limited Warranty Deed from Atlanta Financial Center Associates, a
Georgia joint venture composed of The Mutual Life Insurance Company of New York
and R-H Building Partners, Ltd., to the Department of Transportation of the
State of Georgia, dated April 4, 1989, filed for record July 19, 1989 at 9:30
am., recorded in Deed Book 12667, Page 115, aforesaid Records.
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EXHIBIT 'A'
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PHASE II
ALL THAT TRACT OR PARCEL OF LAND lying and being in Land Xxx 00, 00xx Xxxxxxxx,
Xxxx xx Xxxxxxx, Xxxxxx Xxxxxx, Xxxxxxx and being more particularly described as
follows:
TO FIND THE TRUE POINT OF BEGINNING begin at a point formed by the intersection
of the easternmost right-of-way line of Peachtree Road (a variable right-of-way
being 80 feet at this point) with the northernmost right-of-way line of Highland
Drive (a 50-foot right-of-way) and proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line of Peachtree Road a distance
of 365.1 feet to a point; proceed thence in a northeasterly direction along the
aforesaid easternmost right-of-way line north 13(degree)43'08" east a distance
of 37.39 feet to a point; proceed thence along the aforesaid easternmost
right-of-way line, following the curvature thereof to the right, an arc distance
of 179.12 feet to a point, said arc being subtended by a chord 178.99 feet in
length and bearing north 20(degree)26'46" east; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
26(degree)16'11" east a distance of 48.21 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
28(degree)17'14" east a distance of 48.18 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
30(degree)11'09" east a distance of 48.15 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
32(degree)20'44" east a distance of 57.74 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
55(degree)03'02" east a distance of 8.44 feet to a point, said point being THE
TRUE POINT OF BEGINNING.
FROM THE TRUE POINT OF BEGINNING THUS ESTABLISHED proceed thence along the
aforesaid easternmost right-of-way line north 55(degree)32'07"" east a distance
of 18.02 feet to a point; proceed thence in a southeasterly direction along the
aforesaid easterly right-of-way line, following the curvature thereof to the
right, an arc distance of 7.77 feet to a point, said arc being subtended by a
chord 7.77 feet in length and bearing south 31(degree)52'33" east; thence leave
said right-of-way line and proceed in a southeasterly direction along the arc of
a curve to the left, an arc distance of 171.77 feet to a point, said arc being
subtended by a chord 171.77 feet in length and bearing south 32(degree)46'15"
east; proceed thence in a southeasterly direction along the arc of a curve to
the left, an arc distance of 14.05 feet to a point, said arc being subtended by
a chord 14.05 feet in length and bearing south 31(degree)08'45" east; proceed
thence north 31(degree)11'25" east a distance of 193.49 feet to a point; proceed
thence north 31(degree)11'25". east a distance of 3.77 feet to a point; proceed
thence south 74(degree)31'03" east a distance of 62.79 feet to a point; proceed
thence north 76(degree)11'25" east a distance of 74.14 feet to a point; proceed
thence south 13(degree)51'45" east a distance of 41.61 feet; proceed thence
north 74(degree)31'03" west a distance of 10.04 feet to a point; proceed thence
south 31(degree)11'25" west a distance of 366.62 feet to a point; proceed
thence north 81(degree)21'18" west a distance of 0.36 feet to a point; proceed
thence north 14(degree)08'05" west a distance of 140.56 feet to a point;
proceed thence north 81(degree)18'35" west a distance of 35.04 feet to a point;
proceed thence north 31(degree)11'25" east a distance of 26.49 feet to a point;
proceed thence along the arc of a curve to the right an arc distance of 23.09
feet to a point, said arc being subtended by a chord 23.09 feet in length and
bearing north 31(degree)15'01" west; proceed thence
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EXHIBIT 'A'
8
along an arc of a curve to the right an arc distance of 178.88 feet to a point,
said arc being subtended by a chord 178.87 feet in length and bearing north
32(degree)44'02" west, said point being THE TRUE POINT OF BEGINNING, said tract
or parcel of land being more particularly shown as "Phase II" on that certain
survey by Xxxxxxx & Associates, bearing the seal and certification of Xxxxxxx X.
Xxxxxx, Georgia Registered Land and Surveyor No. 1946 prepared for Overseas
Partners Capital Corp., dated December 20, 1993, last revised August 27, 1996,
and bearing file no. 93153, which survey is incorporated herein by this
reference.
LESS AND EXCEPT that portion of the above property conveyed by the following:
(1) Limited Warranty Deed from R-H Associates Bldg. II Corp. to the
Department of Transportation, dated December 22, 1986, recorded in Deed Book
10513, Page 127, aforesaid Records.
(2) Limited Warranty Deed from Two Atlanta Financial Center Associates, a
Georgia joint venture composed of The Mutual Life Insurance Company of New York
and R-H Associates Bldg. II Corp., to the Department of Transportation of the
State of Georgia, dated April 4, 1989, filed for record July 19, 1989 at 9:30
am., recorded in Deed Book 12667, Page 141, aforesaid Records.
TOGETHER WITH all easements appurtenant to the above property created by the
following:
(a) Parking Deck and Easement Agreement by and among Xxxxxxx X.
Xxxxxx, Xxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxx, and X-X Building Partners, Ltd.,
dated July 15, 1981, recorded in Deed Book 7903, Page 165, aforesaid Records; as
amended by that certain Amendment of Parking Deck and Easement Agreement, dated
July 15, 1981, recorded in Deed Book 7903, Page 385, aforesaid Records (said
Amendment having been terminated by Agreement dated September 20, 1982, recorded
in Deed Book 8255, Page 475, aforesaid Records); as further amended by Second
Amendment to Parking Deck and Easement Agreement, dated July 18, 1985, recorded
in Deed Book 9618, Page 37, aforesaid Records; as further amended by that
certain Third Amendment to Parking Deck and Easement Agreement, dated as of July
18, 1985, recorded in Deed Book 10290, Page 389, aforesaid Records; as further
amended by that certain Declaration of Release dated December 22, 1986, recorded
in Deed Book 10561, Page 358, aforesaid Records; as further amended by that
certain Fourth Amendment to Parking Deck and Easement Agreement, dated as of
August 11, 1988, recorded in Deed Book 11790, Page 76, aforesaid Records.
(b) Reciprocal Easement Agreement by and among Xxxxxxxx-Xxxxxxxx
Properties, Inc., R-H Associates Bldg. II Corp. and Atlanta Financial Center
Associates, dated July 18, 1985, recorded in Deed Book 9618, Page 68, aforesaid
Records; as amended by that certain First Amendment to Reciprocal Easement
Agreement, dated as of July 18, 1985, recorded in Deed Book 10290, Page 411,
aforesaid Records; as further amended by that certain Declaration of Release,
dated December 22, 1986, recorded in Deed Book 10561, Page 358, aforesaid
Records; as further amended by that certain Second Amendment to Reciprocal
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EXHIBIT 'A'
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Easement Agreement, dated as of August 11, 1988, recorded in Deed Book 11790,
Page 69, aforesaid Records.
(c) Agreement by and among R-H Associates Bldg. II Corp., Atlanta
Financial Center Associates, Xxxxxxxx-Xxxxxxxx Properties, Inc. and the
Department of Transportation the State of Georgia, dated July 18, 1985, recorded
in Deed Book 9618, Page 145, aforesaid Records; as amended by that certain
Amendment to Agreement dated as of July 18, 1985 recorded in Deed Book 10290,
Page 289, aforesaid Records; the interest of R-H Associates Bldg. II Corp.
thereunder having been assigned to Two Atlanta Financial Center Associates by
that certain Assignment and Assumption (DOT Agreements), dated July 28, 1987
recorded in Deed Book 10973, Page 179, aforesaid Records.
(d) Agreement Regarding Georgia 400 Extension, by and among R-H
Associates Bldg. II Corp., Xxxxxxxx-Xxxxxxxx Properties, Inc., Atlanta Financial
Center Associates, MONY Mortgage Investors, and The Mutual Life Insurance
Company of New York dated July 18, 1985, recorded in Deed Book 9623, Page 75,
aforesaid Records; as amended by that certain First Amendment to Agreement
Regarding Georgia Highway 400 Extension, dated as of July 18, 1985, recorded in
Deed Book 10290, Page 419, aforesaid Records; the interest of R-H Associates
Bldg. II Corp. thereunder having been assigned to Two Atlanta Financial Center
Associates by that certain Assignment and Assumption (DOT Agreements) dated July
28, 1987, recorded in Deed Book 10973, Page 179, aforesaid Records.
(e) Limited Warranty Deed from Atlanta Financial Center Associates, a Georgia
joint venture composed of The Mutual Life Insurance Company of New York and R-H
Building Partners, Ltd., to the Department of Transportation of the State of
Georgia dated April 4, 1989, filed for record July 19, 1989 at 9:30 a.m.,
recorded in Deed Book 12667, Page 127 aforesaid Records.
(f) Limited Warranty Deed from Two Atlanta Financial Center Associates,
a Georgia joint venture composed of The Mutual Life Insurance Company of New
York and R-H Associates Bldg. II Corp., to the Department of Transportation of
the State of Georgia, dated April 4, 1989, filed for record July 19, 1989 at
9:30 am., recorded in Deed Book 12667, Page 141, aforesaid Records.
PHASE III
All that tract or parcel of land lying and being in Land Xxx 00, 00xx Xxxxxxxx,
Xxxx xx Xxxxxxx, Xxxxxx Xxxxxx, Xxxxxxx and being more particularly described as
follows:
TO FIND THE TRUE POINT OF BEGINNING begin at a point formed by the intersection
of the easternmost right-of-way line of Peachtree Road (a variable right-of-way
being 80 feet at this point) with the northernmost right-of-way line of Highland
Drive (a 50-foot right-of-way proceed thence in a northeasterly direction along
the aforesaid easternmost right-of-way line a distance of 365.1 feet to a point;
proceed thence along the aforesaid easternmost right-of-way line north
13(degree)43'08" east a distance of 37.39 feet to a point; proceed thence
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EXHIBIT 'A'
10
along the aforesaid easternmost right-of-way line, following the curvature
thereof to the right, an arc distance of 179.12 feet to a point, said arc being
subtended by a chord 178.99 feet in length and bearing north 20(degree)26'46"
east; proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 26(degree)16'11" east a distance of 48.21
feet to a point; proceed thence in a northeasterly direction along the aforesaid
eastern most right-of-way line north 28(degree)17'14" east a distance of 48.18
feet to a point; proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 30(degree)11'09" east a distance of 48.15
feet to a point; proceed thence in a northeastern direction along the aforesaid
easternmost right-of-way line north 32(degree)20'44" east a distance of 57.74
feet to a point; proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 55(degree)03'02" east a distance of 8.44
feet to a point proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 55(degree)32'07" east a distance of 18.02
feet to a point; proceed thence in a southeasterly direction along the aforesaid
easternmost right-of-way line, following the curvature thereof to the left, an
arc distance of 7.77 feet to a point, said arc being subtended by a chord 7.77
feet in length and bearing south 31(degree)52'33" east; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
35(degree)10'06" east a distance of 74.16 feet to a point; proceed thence in a
southeasterly direction along the aforesaid easternmost right-of-way line south
58(degree)48'33" east a distance of 6.36 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
31(degree)11'26" east a distance of 10.05 feet to a point; proceed thence in a
southeasterly direction along the aforesaid easternmost right-of-way line south
58(degree)48'29" east a distance of 19 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
31(degree)11'26" east a distance of 24.83 feet to a point; proceed thence in a
northwesterly direction along the aforesaid easternmost right-of-way line north
58(degree)48'44" west a distance of 19 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easterly right-of-way line north
31(degree)11'23" east a distance of 22.01 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easterly right-of-way line north
40(degree)58'56" east a distance of 74.76 feet to a point, said point being THE
TRUE POINT OF BEGINNING.
FROM THE TRUE POINT OF BEGINNING THUS ESTABLISHED proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
21(degree)19'11" west a distance of 7.91 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
23(degree)34'11" east a distance of 38.38 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
40(degree)15'17" east a distance of 62.82 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
39(degree)15'08" east a distance of 49.32 feet to a point; thence leave said
right-of-way line and proceed thence south 48(degree)03'44" East a distance of
95.71 feet to a point; proceed thence south 13(degree)51'45" east a distance of
220.34 feet to a point; proceed thence south 76(degree)11'25" west a distance of
74.14 feet to a point; proceed thence north 74(degree)31'03" west a distance of
62.79 feet to a point; proceed thence south 31(degree)11'25" west a distance of
3.77 feet to a point; proceed thence in a northwesterly direction along the arc
of a curve to the right, an arc distance of 131.99 feet to a point, said arc
being subtended by a chord 131.97 feet in length and bearing north
26(degree)58'00" west to a point; proceed thence north 21(degree)19'11" west a
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EXHIBIT 'A'
11
distance of 38.37 feet to a point; said point being THE TRUE POINT OF BEGINNING,
said tract or parcel of land being more particularly shown as "Phase III" on
that certain survey prepared by Xxxxxxx X. Xxxxxx, Georgia Registered Land
Surveyor no. 1946, prepared for Overseas Partners Capital Corp., dated December
20, 1993, last revised August 27, 1996, and bearing file no. 93153, which survey
is incorporated herein by this reference.
LESS AND EXCEPT that portion of the above property conveyed by that certain I
Limited Warranty Deed from R-H Associates Bldg III.Corp., a Georgia corporation
to the Department of Transportation of the State of Georgia, dated April 4,
1989, filed for record July 19, 1989 at 9:30 a.m., recorded in Deed Book 12667,
Page 222, aforesaid Records.
TOGETHER WITH all easements appurtenant to the above property created
by the following:
(a) Parking Deck and Easement Agreement among Xxxxxxx X. Xxxxxx, Xxxxxx X.
Xxxxxx, Xxxxxx X. Xxxxxx and X-X Building Partners, Ltd., dated July 15, 1981,
recorded at Deed Book 7903, page 165, Xxxxxx County Records, as amended by
Amendment of Parking Deck and Easement Agreement dated July 15, 1981, recorded
at Deed Book 7903, page 385, said Amendment having been terminated by Agreement
dated September 20, 1982, recorded at Deed Book 8255, page 475, as further
amended by Second Amendment to Parking Deck and Easement Agreement dated July
18, 1985, recorded at Deed Book 9618, page 37, and Third Amendment to Parking
Deck and Easement Agreement dated as of July 18, 1985, recorded in Deed Book
10290, page 389 and Declaration of Release dated December 22, 1986, recorded at
Deed Book 10561, page 358, aforesaid records, as further amended by Fourth
Amendment to Parking Deck and Easement Agreement dated as of August 11, 1988,
recorded in Deed Book 11790, page 76, aforesaid records.
(b) Reciprocal Easement Agreement among Atlanta Financial Center
Associates, R-H Associates Bldg. II Corp. and Xxxxxxxx-Xxxxxxxx Properties,
Inc., dated July 18, 1985, recorded in Deed Book 9618, page 68, aforesaid
records, as amended by First Amendment to Reciprocal Easement Agreement dated as
of July 18, 1985, recorded at Deed Book 10290, page 411, as further amended by
Declaration of Release dated December 22, 1986, recorded at Deed Book 10561,
page 358, aforesaid records, as amended by Second Amendment to Reciprocal
Easement Agreement dated as of August 11, 1988, recorded in Deed Book 11790,
page 69, aforesaid records.
(c) Agreement among R-H Associates Bldg. II Corp., Atlanta Financial Center
Associates, Xxxxxxxx-Xxxxxxxx Properties, Inc. and Department of Transportation
of State of Georgia, dated July 18, 1985, recorded at Deed Book 9618, page 145,
aforesaid records, as amended by Agreement dated as of July 18, 1985, recorded
at Deed Book 10290, page 289; the interest of R-H Associates Bldg. II Corp.
thereunder having been assigned to Two Atlanta Financial Center Associates by
that certain Assignment and Assumption (DOT Agreements), dated July 28, 1987,
recorded in Deed Book 10973, page 179, aforesaid records.
8
EXHIBIT 'A'
12
(d) Encroachment Easement Agreement by and between Xxxxxxxx-Xxxxxxxx
Properties, Inc. and Two Atlanta Financial Center Associates dated December 24,
1987, recorded at Deed Book 11269, page 265, aforesaid records.
(e) Agreement Regarding Georgia 000 Xxxxxxx Xxxxxxxxx among R-H Associates
Bldg. II Corp., Xxxxxxxx-Xxxxxxxx Properties, Inc., Atlanta Financial
Center Associates, Trustees of Mony Mortgage Investors and The Mutual Life
Insurance Company of New York dated as of July 18, 1985, recorded at Deed Book
9623, page 75, aforesaid records, as amended by First Amendment to Agreement
Regarding Georgia 000 Xxxxxxx Xxxxxxxxx dated as of July 18, 1985, recorded at
Deed Book 10290, page 419, aforesaid records; the interest of R-H Associates
Bldg. II Corp. thereunder having been assigned to Two Atlanta Financial Center
Associates by that certain Assignment and Assumption (DOT Agreements), dated
July 28, 1987, recorded in Deed Book 10973, page 179, aforesaid records.
(f) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc. to
Department of Transportation of State of Georgia, dated July 18, 1985, recorded
at Deed Book 9618, page 288, aforesaid records, as corrected by Corrective
Limited Warranty Deed dated as of July 18, 1985, recorded at Deed Book 10290,
page 372, aforesaid records.
(g) Limited Warranty Deed from R-H Associates Bldg. III Corp., a Georgia
corporation to the Department of Transportation of the State of Georgia, dated
April 4, 1989, filed for record July 19, 1989 at 9:30 am., recorded in Deed Book
12667, page 222, aforesaid records.
PHASE IV
All that tract or parcel of land lying and being in Land Xxx 00, 00xx Xxxxxxxx,
Xxxx xx Xxxxxxx, Xxxxxx Xxxxxx, Xxxxxxx and being more particularly described as
follows:
TO FIND THE TRUE POINT OF BEGINNING begin at a point formed by the intersection
of the easternmost right-of-way line of Peachtree Road (a variable right-of-way
being 80 feet at this point) with the northernmost right-of-way line of Highland
Drive (a 50-foot right-of-way) and proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line a distance of 365.1 feet;
proceed thence along the aforesaid easternmost right-of-way line, north
13(degree)43'08" east a distance of 37.39 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line,
following the curvature thereof to the right, an arc distance of 179.12 feet to
a point, said arc being subtended by a chord 178.99 feet in length and bearing
north 20(degree)26'46" east; proceed thence in a northeasterly direction along
the aforesaid easternmost right-of-way line north 26(degree)16'11" east a
distance of 48.21 feet to a point; proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line north 28(degree)17'14" east a
distance of 48.18 feet to a point; proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line north 30(degree)11'09" east a
distance of 48.15 feet to a point; proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line north 32(degree)20'44" east a
distance of 57.74 feet to a point; proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line north 55(degree)03'02" east a
distance
9
EXHIBIT 'A'
13
of 8.44 feet to a point; proceed thence in a northeasterly direction along the
aforesaid easternmost right-of-way line north 55(degree)32'07" east a distance
of 18.02 feet to a point; proceed thence in a southeasterly direction along the
aforesaid easternmost right-of-way line, following the curvature thereof to the
left, an arc distance of 7.77 feet to a point, said arc being subtended by a
chord 7.77 feet in length and bearing south 31(degree)52'33" east, said point
being THE TRUE POINT OF BEGINNING.
FROM THE TRUE POINT OF BEGINNING THUS ESTABLISHED proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
35(degree)10'06" east a distance of 74.16 feet to a point; proceed thence in a
southeasterly direction along the aforesaid easternmost right-of-way line south
58 (degree)48'33" east a distance of 6.36 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way Line north
31(degree)11'26" east a distance of 10.05 feet to a point; proceed thence in a
southeasterly direction along the aforesaid easternmost right-of-way line south
58(degree)48'29" east a distance of 19 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
31(degree)11'26" east a distance of 24.83 feet to a point; proceed thence in a
northwesterly direction along the aforesaid easternmost right-of-way Line north
58(degree)48'44" west a distance of 19 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way Line north
31(degree)11'23" east a distance of 22.01 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way Line north
40(degree)58'56" east a distance of 74.76 feet to a point; thence leave said
right-of-way line and proceed thence south 21(degree)19'11" east a distance of
3837 feet to a point; proceed thence in a southeasterly direction along the arc
of a curve to the left, an arc distance of 131.99 feet to a point, said arc
being subtended by a chord 131.97 feet in length and bearing south
26(degree)58'00" east; proceed thence south 31(degree)11'25" west a distance of
193.49 feet to a point; proceed thence in a northwesterly direction along the
arc of a curve to the right, an arc distance of 14.05 feet to a point, said arc
being subtended by a chord 14.05 feet in length and bearing north 31(degree)
08'45" west, proceed thence in a northwesterly direction along the arc of a
curve to the right, an arc distance of 171.77 feet to a point, said arc being
subtended by a chord 171.77 feet in length and bearing north 32(degree)46'15"
west, said point being located on the aforesaid easternmost right-of-way line
and BEING THE TRUE POINT OF BEGINNING, SAID TRACT OR parcel of land being more
particularly shown as "Phase IV" on that certain survey by Xxxxxxx & Associates
bearing the seal and certification of Xxxxxxx X. Xxxxxx, Georgia Registered Land
and Surveyor No. 1946, prepared for Overseas Partners Capital Corp., dated
December 20, 1993, last revised August 27, 1996, and bearing file no. 93153,
which survey is incorporated herein by this reference.
LESS AND EXCEPT that portion of the above property conveyed by the following:
(1) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc. to the
Department of Transportation of the State of Georgia, dated July 18, 1985,
recorded in Deed Book 9618, Page 288, aforesaid Records; as corrected by that
certain Corrective Warranty Deed recorded in Deed Book 10290, Page 372,
aforesaid Records.
10
EXHIBIT 'A'
14
(2) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc., a
Georgia corporation to the Department of Transportation of the State of Georgia,
dated April 4, 1989, filed for record July 19, 1989 at 9:30 a.m., recorded in
Deed Book 12667, page 163, aforesaid Records.
(3) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc., a
Georgia corporation to the Department of Transportation of the State of Georgia,
dated April 4, 1989, filed for record July 19, 1989 at 9:30 a.m., recorded in
Deed Book 12667, Page 192, aforesaid Records.
TOGETHER WITH all easements appurtenant to the above property created by the
following:
(a) Parking Deck and Easement Agreement by and among Xxxxxxx X. Xxxxxx,
Xxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxx, and X-X Building Partners, Ltd., dated July
15, 1981, recorded in Deed Book 7903, Page 165, aforesaid Records; as amended by
that certain Amendment of Parking Deck and Easement Agreement, dated July 15,
1981, recorded in Deed Book 7903, Page 385, aforesaid Records (said Amendment
having been terminated by Agreement dated September 20, 1982, recorded in Deed
Book 8255, Page 475, aforesaid Records); as further amended by Second Amendment
to Parking Deck and Easement Agreement, dated July 18, 1985, recorded in Deed
Book 9618, Page 37, aforesaid Records; as further amended by that certain Third
Amendment to Parking Deck and Easement Agreement, dated as of July 18, 1985,
recorded in Deed Book 10290, Page 389, aforesaid Records; as further amended by
that certain Declaration of Release dated December 22, 1986, recorded in Deed
Book 10561, Page 358, aforesaid Records; as further amended by that certain
Fourth Amendment to Parking Deck and Easement Agreement, dated as of August 11,
1988, recorded in Deed Book 11790, Page 76, aforesaid Records.
(b) Reciprocal Easement Agreement by and among Xxxxxxxx-Xxxxxxxx Properties,
Inc., R-H Associates Bldg. II Corp. and Atlanta Financial Center Associates,
dated July 18, 1985, recorded in Deed Book 9618, Page 68, aforesaid Records; as
amended by that certain First Amendment to Reciprocal Easement Agreement, dated
as of July 18, 1985, recorded in Deed Book 10290, Page 411, aforesaid Records;
as further amended by that certain Declaration of Release, dated December 22,
1986, recorded in Deed Book 10561, Page 358, aforesaid Records; as further
amended by that certain Second Amendment to Reciprocal Easement Agreement, dated
as of August 11, 1988, recorded in Deed Book 11790, Page 69, aforesaid Records.
(c) Agreement by and among R-H Associates Bldg. II Corp., Atlanta Financial
Center Associates, Xxxxxxxx-Xxxxxxxx Properties, Inc. and the Department of
Transportation of the State of Georgia, dated July 18, 1985, recorded in Deed
Book 9618, Page 145, aforesaid Records; as amended by that certain Amendment to
Agreement dated as of July 18, 1985, recorded in Deed Book 10290, Page 289,
aforesaid Records; the interest of R-H Associates Bldg. II Corp. thereunder
having been assigned to Two Atlanta Financial Center Associates by that certain
Assignment and Assumption (DOT Agreements), dated July 28, 1987, recorded in
Deed Book 10973, Page 179, aforesaid Records.
11
EXHIBIT 'A'
15
(d) Agreement Regarding Georgia 400 Extension, by and among R-H Associates
Bldg. II Corp., Xxxxxxxx-Xxxxxxxx Properties, Inc., Atlanta Financial Center
Associates, MONY Mortgage Investors, and The Mutual Life Insurance Company of
New York dated July 18, 1985, recorded in Deed Book 9623, Page 75, aforesaid
Records; as amended by that certain First Amendment to Agreement Regarding
Georgia Highway 400 Extension, dated as of July 18, 1985, recorded in Deed Book
10290, Page 419, aforesaid Records; the interest of R-H Associates Bldg. II
Corp. thereunder having been assigned to Two Atlanta Financial Center Associates
by that certain Assignment and Assumption (DOT Agreements) dated July 28, 1987,
recorded in Deed Book 10973, Page 179, aforesaid Records.
(e) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc. to the
Department of Transportation of the State of Georgia, dated July 18, 1985,
recorded in Deed Book 9618, Page 288, aforesaid Records; as corrected by that
certain Corrective Warranty Deed recorded in Deed Book 10290, Page 372,
aforesaid Records.
(f) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc., a
Georgia corporation to the Department of Transportation of the State of Georgia,
dated April 4, 1989, filed for record July 19, 1989 at 9:30 a.m., recorded in
Deed Book 12667, Page 163, aforesaid Records.
(g) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc., a
Georgia corporation to the Department of Transportation of the State of Georgia,
dated April 4, 1989, filed for record July 19, 1989 at 9:30 a.m., recorded in
Deed Book 12667, Page 192, aforesaid Records.
12
EXHIBIT 'A'
16
SCHEDULE OF SERVICE CONTRACTS
1. Management Agreement between Balcor Property Management, Inc. as Agent
for Atlanta Financial Center Associates, as Owner, and APCOA, Inc., as
Operator, dated September 21, 1993; as amended by Amendment to
Management Agreement, with Allegiance Realty Group, Inc. as Agent for
The Mutual Life Insurance Company of New York as Owner, and APCOA, Inc.
as Operator, dated October 12, 1994.
2. Memorandum dated February 7, 1996 from Xxxxx XxXxxxxx to Xxxx X.
Xxxxxxx and Xxxxx XxXxxx (all of ARES) regarding Cellular Phone, Pagers
and Radios. Cellular Phone with AirTouch Cellular; and Pagers with
AirTouch Paging and Mobilecomm.
3. Lease Agreement No. 80956 between Alco Capital Resource, Inc. and
Allegiance Realty Group, Inc. as agent for Mutual of New York dated
September 20, 1994 for fax machine.
4. Drop Box Agreement between Airborne Express and ARES, Inc. dated
December 27, 1995.
5. Letter Agreement from Xxxxxxxx-Xxxxxxxx Properties, Inc. to
Barkin-Leeds Ltd. dated February 13, 1990 regarding rotating art
exhibit.
6. Service Contract between Allegiance Realty Group, Inc. as Agent and
Xxxxxx Protective Services, Inc., dated March 30, 1994 for contract
security.
7. Memorandum dated January 1, 1996 from Xxxxxxx X. Xxxxxxxx [of ARES] to
Buckhead Florist file regarding verbal agreement to provide weekly
flower arrangements in the lobbies of the buildings and management and
accounting offices.
8. P.M. Agreement between Xxxxxxx-Xxxx South and Two Atlanta Financial
Center Associates, dated March 8, 1993 for emergency generator in East
Tower.
9. P.M. Agreement between Xxxxxxx-Xxxx South and Atlanta Financial Center
Associates, dated March 8, 1993 for emergency generator in South Tower.
10. P.M. Agreement between Xxxxxxx-Xxxx South and R-H Assoc. Bldg.III
Corp., dated March 8, 1993 for emergency generator in North Tower.
11. Chiller Operation Assurance Program Service Agreement between
Allegiance Realty Group as Managing Agents for MONY and Building
Systems and Services Division [off] Carrier Corporation, dated May 10,
1994 (South Tower).
EXHIBIT 'B'
17
12. Carrier Operation Assurance Program Service Agreement between
Allegiance Realty Group as Managing Agents for R-H Associates Building
III Corporation and Building Systems and Services Division [of] Carrier
Corporation, dated May 10, 1994 (North Tower).
13. Carrier Operation Assurance Program between Allegiance Realty Group as
Managing Agents for MONY and Building Systems and Services Division
(of] Carrier Corporation, dated May 10, 1994 (East Tower).
14. Service Contract between The Mutual Life Insurance Company of New York
by ARES, Inc. and Distribution Associates South, Inc., dated January 1,
1995 for card access equipment maintenance.
15. Lighting Retrofit Proposal and Agreement of Purchase between E. Xxx
Xxxxx Distributor, Inc. and Allegiance Realty Group, Inc. as Agent for
The Mutual Life Insurance Company of New York dated April 18, 1994.
16. Correspondence and Invoice Re: Service Contract between Facility
Management Systems, Inc. and Ares, Inc., dated November 8, 1995 for
Tour Watch maintenance.
17. Customer Convenience Network Placement Agreement between Federal
Express Corporation and ARES, Inc., dated January 24, 1996.
18. Delivery and Acceptance Notice between First United Leasing Corp. and
The Mutual Life Insurance Company of New York, dated October 4, 1995
for fax machine.
19. Contract for Electric Power Service between R-H Associates Bldg. III
Corp. and Georgia Power Company dated September 20, 1989.
20. Contract for Electric Power Service between Two Atlanta Financial
Center Assoc. and Georgia Power Company dated January 6, 1992.
21. Contract for Electric Power Service between R-H Associates Bldg. III
Corp. and Georgia Power Company dated July 9, 1991.
22. Contract for Electric Power Service and Schedule TOU-1 between R-H
Bldg. Partners Ltd. and Georgia Power Company dated March 15, 1988.
23. Demand Control-Meter Contract between Georgia Power Company and R-H
Associates Bldg. III Corp., dated September 19, 1991 for electric load
equipment.
24. Master Contract for Electric Power Service between Georgia Power
Company and Allegiance Realty Group, Inc. as agent for The Mutual Life
Insurance Company of New York dated August 23, 1994 for electrical
energy.
2
EXHIBIT 'B'
18
25. Service Contract between ARES, Inc., as Agent, for The Mutual Life
Insurance Company of New York and Xxxxx Landscape Company, dated
January 23, 1996 for exterior landscape.
26. Service Contract between The Mutual Life Insurance Company of New York
by ARES, Inc., as Agent, and Xxxxx Landscape Company, dated April 1,
1995 for interior plant maintenance.
27. Fire Protection System Inspection Agreement between R-H Assoc. Bldg.III
Corp. and Automatic Sprinkler Corporation of America (as assigned to
Xxxxxxxx Corporation), dated October 27, 1992 (North Tower).
28. Fire Protection System Inspection Agreement between Atlanta Financial
Center Assoc. and Automatic Sprinkler Corporation of America (as
assigned to Xxxxxxxx Corporation), dated October 27, 1992 (South
Tower).
29. Fire Protection System Inspection Agreement between Xxxxxxxx Xxxxxxxx
Properties, Inc., as Agent for Two Atlanta Financial Center Associates
and Automatic Sprinkler Corporation of America (as assigned to
Xxxxxxxx Corporation), dated May 18, 1989 (East Tower).
30. Agreement between ARES, Inc. as agent for The Mutual Life Insurance
Company of New York and Instant Color, Inc., dated February 22, 1996
for seasonal color beds around property.
31. Service Contract between Allegiance Realty Group, Inc. as Agent, and
I&S Operations, Inc., dated May 9, 1994 for co-generation gear
maintenance.
32. Open-End Finance Lease Agreement between Leased Vehicles Company, Inc.
and Allegiance Realty Group, Inc. as agent for The Mutual Life
Insurance Company of New York and R-H Associates Building III Corp.,
dated December 15, 1986 for pick up truck and 20-foot bus.
33. [Elevator Maintenance Agreement] between Xxxxxx Elevator Service
Company and Atlanta Financial Center Associates, Two Atlanta Financial
Center Associates [and] R-H Associates Bldg. III Corp. dated April 1,
1993 (South and East Towers) with Amendment dated September 24, 1993
(adding North Tower) and Amendment dated March 28, 1994 (adding parking
garage).
34. Agreement between National Utility Service, Inc. and Xxxxxxxx-Xxxxxxxx
Properties, Inc. dated November 29, 1988, for energy cost control
program.
35. Memorandum dated January 1, 1996 from Xxxxxxx X. Xxxxxxxx [of ARES] to
Northlake Industries File regarding verbal agreement for quarterly
carpet cleaning.
3
EXHIBIT 'B'
19
36. Contract between Atlanta Financial Center and Atlanta/Xxxxxx County
Emergency Management Agency dated December 15, 1993 for NovAlert
Emergency Contact
37. Pest Control Service Agreement between Atlanta Fin Center Associates
and Orkin Exterminating Co., Inc., dated December 21, 1982.
38. Pest Control Service Agreement between R-H Associates Bldg. III Corp.
and Orkin Exterminating Company, Inc., dated September 19, 1989.
39. Pest Control Service Agreement between Two Atlanta Financial Center
Associates and Orkin Exterminating Company, Inc., dated June 12, 1987.
40. Agreement between ARES and Xxxxxx X. Xxxxx, Inc., dated February 23,
1996 for marketing services.
41. Letter Agreement between Balcor Property Management, Inc. and Xxxxxxxxx
Furniture, dated March 12, 1993 for mill work
42. Agreement between Simplex Time Recorder Co. and R-H Associates Building
III Corporation, dated May 6, 1993 for life safety fire alarm system
testing and maintenance (North Tower).
43. Agreement between Simplex Time Recorder Co. and Two Atlanta Financial
Center Associates, dated May 14, 1993 for life safety fire alarm system
testing and maintenance (East Tower).
44. Agreement between Simplex Time Recorder Co. and Atlanta Financial
Center Associates, dated May 14, 1993 for life safety fire alarm system
testing and maintenance (South Tower).
45. Agreement between Simplex Time Recorder Co. and Allegiance Realty
Group, Inc., as Agent For Atlanta Financial Center Owners, dated
November 16, 1993 for life safety fire alarm system testing and
maintenance (Parking Deck).
46. Total Copy Coverage Maintenance Agreement between Standard Office
Systems and ARES, Inc. as Agent for The Mutual Life Insurance Company
of New York dated March 15, 1995.
47. Equipment Lease Agreement between Standard Office Systems and ACES,
Inc. as Agent for The Mutual Life Insurance Company of New York dated
March 15, 1995 for mita copier.
48. [Pager Contract] between MobileComm and R.H. Building 3 Corp. [and]
ARES, Inc. dated April 18, 1996.
4
EXHIBIT 'B'
20
49. Master Lease Purchase Equipment Agreement between UT Leasing Services,
Inc. and Two Atlanta Financial Center Associates, dated ______ , 1991
for demand equipment purchase leases.
50. Service Contract between The Mutual Life Insurance Company of New York
by ARES, Inc. and United Waste Service, Inc., dated June 1, 1995 for
waste removal services for one (1) recycling compactor.
51. Service Contract between The Mutual Life Insurance Company of New York
by ARES, Inc. and United Waste Service, Inc., dated May 22, 1995 for
waste removal services for two (2) waste compactors.
52. Agreement between United Parcel Service, Inc. and Atlanta Financial
Center, dated June 30, 1995 (South Tower).
53. Agreement between United Parcel Service, Inc. and Two Atlanta Financial
Center Assoc., dated January 1, 1993 (East Tower).
54. Service Contract between The Mutual Life Insurance Company of New York
by ARES, Inc. and Xxxxxxxx Building Services of Georgia, Inc., dated
March 29, 1995 for window washing.
55. Postage Stamp Vending Agreement between Xxxxxx Postage Stamp Vending,
Inc. and Two Atlanta Financial Center Associates, dated January 14,
1991.
56. Service Contract between The Mutual Life Insurance Company of New York
by ARES, Inc. and Perimeter Maintenance Corporation, dated September
22, 1995 for janitorial and day xxxxxx services.
57. Property Tax Consulting Agreement between ARES, Inc. and Southern Tax
Consultants, d/b/a The Xxxxxxxxx Group dated June 6, 1996 for the 1996
ad valorem tax program.
5
EXHIBIT 'B'
