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Exhibit 10.4
ASSET PURCHASE AGREEMENT
ASSET PURCHASE AGREEMENT (this "Agreement"), dated as of July 1,
1998, between (UBS SECURITIES (SWAPS) INC., successor-by-merger to UBS Mortgage
Finance, Inc. (the "Seller"), and FORTRESS GSA PROPERTIES LLC (the "Buyer").
RECITALS
A. The Seller is the owner of the assets (the "Assets") listed on
Schedule 1.
B. The Seller desires to sell the Assets to the Buyer, and the Buyer
desires to purchase the Assets from the Seller, on the terms and subject to the
conditions set forth herein.
NOW, THEREFORE, in consideration of the premises, and of the
representations, warranties, covenants and agreements contained herein, the
parties hereto agree as follows:
1. Sale of the Assets. On the terms and subject to the conditions of
this Agreement. the Seller shall sell, transfer and deliver the Assets to the
Buyer, and the Buyer shall purchase the Assets (together with any and all
liabilities of the Seller associated with such Assets) from the Seller, for a
purchase price equal to $279,355,041.00 (the "Purchase Price").
2. Conditions. (a) The obligations of the Buyer to purchase and pay
for the Assets is subject to the condition (which may be waived by the Buyer in
the Buyer's sole discretion) that at the time of the Closing referred to in
Section 3 each of the representations of the Seller made in this Agreement shall
be true and correct as though made as of such time.
(b) The obligation of the Seller to sell the Assets to the Buyer is
subject to the condition (which may be waived by the Seller in the Seller's sole
discretion) that at the time of the Closing each of the representations of the
Buyer made in this Agreement shall be true and correct as though made as of such
time.
3. Closing. The closing (the "Closing") of the purchase and sale of
the Assets shall be held, at such time and place as the parties may mutually
agree upon, on or before July 1, 1998. The Seller shall deliver to the Buyer at
the Closing (i) an assignment, substantially in the form of Exhibit A (the
"Assignment and Assumption"), executed by the Seller, (ii) if the Asset is a
loan made by the Seller, the related original promissory note or notes endorsed
by the Seller, without recourse, to the Buyer or its designee, together with all
loan agreements, security agreements, guarantees and other agreements that
evidence or secure such loan, (iii) for all Assets,
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all documents listed on the index attached hereto as Exhibit B previously
delivered to Seller, (iv) if requested by the Buyer (a) a letter (prepared by
and in form satisfactory to the Buyer and Seller) executed by the Seller that
directs LaSalle National Bank or other document custodian to either confirm that
it holds all Asset files for the benefit of the Buyer as successor to the Seller
under the applicable agreement for the custody thereof or to ship all Asset
files held by it to the Buyer and (b) a letter or other document (prepared by
and in form satisfactory to the Buyer and Seller) executed by the Seller as
necessary to effect the recognition of the Buyer as the owner of the Assets
under any one or more agreements that relate to the administration of the
Assets, and (v) such other instruments of transfer executed by the Seller as the
Buyer shall reasonably request, provided that the Buyer shall prepare any such
instruments and deliver the same to the Seller at least one business day prior
to Closing; and the Buyer shall deliver to the Seller (i) the Assignment and
Assumption executed by the Buyer and (ii) the Purchase Price by wire transfer of
immediately available funds to an account designated by the Seller.
4. Representations and Warranties of the Seller. The Seller hereby
represents and warrants to the Buyer as follows:
(a) Authority. The Seller has all requisite power and authority to
enter into this Agreement and to consummate the transactions contemplated
hereby. The execution and delivery of this Agreement by the Seller and the
consummation by the Seller of the transactions contemplated hereby have
been duly authorized by all necessary corporate (or its equivalent) action
on the part of the Seller. This Agreement has been duly executed and
delivered by the Seller and constitutes a valid and binding obligation of
the Seller enforceable in accordance with its terms except as enforcement
may be limited by bankruptcy, insolvency, and other similar laws affecting
the enforcement of creditors' rights generally. The execution and delivery
of this Agreement does not, and the consummation of the transactions
contemplated hereby and compliance with the terms hereof will not,
conflict with, or result in any violation of, or default under, any
provision of the Seller's organizational documents or of any agreement
applicable to the Seller or to the Seller's property or assets. No
consent, approval, order or authorization of, or registration, declaration
or filing with, any court, administrative agency or commission or other
governmental authority or instrumentality, or any other person or entity,
is required by or with respect to the Seller in connection with the
execution and delivery of this Agreement or the consummation by the Seller
of the transactions contemplated hereby.
(b) Ownership of the Assets. The Seller has, and the transfer by the
Seller of the Assets will pass to the Buyer, good title to the Assets,
free and clear of any claims, liens, encumbrances and security interests
whatsoever.
(c) Asset Information. The information pertaining to the Assets set
forth on Schedule 1 is, to the best of the Seller's knowledge, true and
correct in all material respects.
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5. Representations and Warranties of the Buyer. The Buyer hereby
represents and warrants to the Seller as follows:
Authority. The Buyer has all requisite corporate power and
authority to enter into this Agreement and to consummate the transactions
contemplated hereby. The execution and delivery of this Agreement by the
Buyer and the consummation by the Buyer of the transactions contemplated
hereby have been duly authorized by all necessary corporate action on the
part of the Buyer. This Agreement has been duly executed and delivered by
the Buyer and constitutes a valid and binding obligation of the Buyer
enforceable in accordance with its terms except as enforcement may be
limited by bankruptcy, insolvency or other similar laws affecting the
enforcement of creditors' rights generally.
6. Survival of Representations and Warranties. All representations
and warranties contained in this Agreement shall survive the Closing.
7. Specific Performance. The Seller and the Buyer acknowledge that
damages would be an inadequate remedy for any breach of the provisions of this
Agreement and agree that the obligations of the parties hereunder shall be
specifically enforceable.
8. Expenses. Whether or not the Closing occurs, all costs and
expenses incurred in connection with this Agreement and the transactions
contemplated hereby shall be paid by the Seller.
9. Further Assurances. From time to time following the Closing, the
Seller shall execute and deliver, or cause to be executed and delivered, to the
Buyer such other bills of sale, deeds, endorsements, assignments and other
documents or instruments of conveyance and transfer as the Buyer may reasonably
request or as may be otherwise necessary to more effectively convey and transfer
to, and vest in, the Buyer, the Assets, or in order to fully effectuate and to
implement the purposes, terms and provisions of this Agreement. To the extent
that hereafter the Seller receives any payments in respect of the Assets on or
after the date of the Closing, the Seller shall forward the same to the Buyer
within five (5) business days.
10. Counterparts. This Agreement may be executed in any number of
counterparts, each such counterpart being deemed to be an original instrument,
and all such counterparts shall together constitute the same agreement.
11. Governing Law. This Agreement shall be deemed to be made in and
in all respects shall be interpreted, construed and governed by and in
accordance with the law of the state of New York without regard to the conflict
of law principles thereof.
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12. Notices. Any notice, request, instruction or other document to
be given hereunder by any party to the others shall be in writing and delivered
personally or sent by registered or certified mail, postage prepaid, or by
facsimile:
if to the Buyer
Fortress GSA Properties LLC
0 Xxxx Xxxxx
000 Xxxx 00xx Xxxxxx, Xxxxx 0000
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx X. Xxxxxxx
Facsimile: (000) 000-0000
Confirmation: (000) 000-0000
if to the Seller
UBS Securities (Swaps) Inc.
(successor-by-merger to UBS Mortgage Finance, Inc.)
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx Xxxx Xxxxxx
Facsimile: (000) 000-0000
Confirmation: (000) 000-0000
or to such other persons or addresses as may be designated in writing by the
party to receive such notice as provided above.
13. Entire Agreement: No Other Representations. Except as expressly
agreed in a separate writing signed by the parties hereto on or after the date
of this Agreement, this Agreement constitutes the entire agreement, and
supersede all other prior agreements and understandings, both written and oral,
between the parties, with respect to the subject matter hereof. Except as set
forth herein, the Seller makes no representation, express or implied, with
respect to the Assets or the enforceability, collectability, suitability or
value thereof.
14. Severability. The provisions of this Agreement shall be deemed
severable and the invalidity or unenforceability of any provision shall not
affect the validity or enforceability of the other provisions hereof. If any
provision of this Agreement, or the application thereof to any person or entity
or any circumstance, is invalid or unenforceable (a) a suitable and equitable
provision shall be substituted therefor in order to carry out, so far as may be
valid and enforceable, the intent and purpose of such invalid or unenforceable
provision and (b) the remainder of this Agreement and the application of such
provision to other persons or entities or circumstances shall not be affected by
such invalidity or unenforceability, nor shall such invalidity
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or unenforceability affect the validity or enforceability of such provision, or
the application thereof, in any other jurisdiction.
15. Interpretation. The section references and headings herein are
for convenience of reference only, do not constitute part of this Agreement and
shall not be deemed to limit or otherwise affect any of the provisions hereof.
16. Successors and Assigns. This Agreement shall be binding upon and
inure to the benefit of the parties hereto and their successors and assigns. The
Buyer shall have the right to assign its rights under this agreement as respects
any Asset to any purchaser of such Asset. Nothing in this Agreement, expressed
or implied, is intended or shall be construed to confer upon any person or
entity other than the parties and their successors and assigns any right, remedy
or claim under or by reason of this Agreement.
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IN WITNESS WHEREOF, this Agreement has been duly executed and
delivered by the duly authorized officers of the parties hereto as of the date
first written above.
UBS SECURITIES (SWAPS) INC., successor-by-merger
to UBS Mortgage Finance, Inc.
By: /s/ Xxxxxx Xxxxx
----------------------------------------------
Name: Xxxxxx Xxxxx
Title: Director
By: /s/ Xxxx Xxxx
----------------------------------------------
Name: Xxxx Xxxx
Title: Attorney-in-Fact
FORTRESS GSA PROPERTIES LLC,
a Delaware limited liability company
By: Fortress Partners, L.P., its managing member
By: Fortress Investment Corp., its sole
general partner
By: /s/ Xxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Vice President and Secretary
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SCHEDULE 1
ASSET SCHEDULE
UBS Mortgage Finance Inc. ("UBS") originated a $300 million investment loan (the
"Investment Loan") and a $10 million working capital loan (the "Working
Capital Loan") to Alpine Realty Investments, LLC ("Alpine") to fund the purchase
of properties leased by, amongst other lessees, the US General Services
Administration. The Investment Loan and the Working Capital Loan were issued
pursuant to that certain Participating Loan Agreement dated as of August 4,
1997, as amended March 20, 1998 (the "Loan"). Said amendment, among other
things, increased the maximum aggregate principal amount of the Investment Loan
to $500,000 million. The Loan is secured by Alpine's interest in 12 commercial
properties located throughout the United States (see Exhibit A attached hereto)
The unpaid principal balance of the Loan as of April 30, 1998 is $255,488,448.
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Exhibit A
to Schedule 1
--------------------------------------------------------------------------------
City ST Size Purchase Price All-In Cost Cap Rate
--------------------------------------------------------------------------------
Burlington NJ 1,048,631 88,000,000 88,121,528 9.62%
Sacramento CA 355,300 58,500,000 58,655,000 9.63%
Suffolk VA 320,000 34,045,000 34,299,880 8.92%
Kansas City KS 200,000 33,567,000 33,902,670 9.45%
San Diego CA 134,285 24,325,604 24,502,518 9.39%
Providence RI 130,600 17,875,000 17,892,829 9.85%
Concord MA 104,527 15,000,000 15,376,750 9.14%
Philadelphia PA 93,553 12,300,000 12,589,050 10.54%
Aurora CO 116,500 11,700,000 12,030,000 9.01%
Huntsville AL 125,000 11,550,000 11,828,150 9.70%
Lakewood CO 82,000 5,900,000 5,960,000 8.57%
Norfolk VA 58,600 5,355,000 5,395,120 8.16%
--------------------------------------------------------------------------------
Total: 12 Properties 2,768,996 318,117,604 320,553,495 9.47%
--------------------------------------------------------------------------------
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EXHIBIT A
ASSIGNMENT AND ASSUMPTION AGREEMENT
This ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as of ___________,
1998, is executed and delivered pursuant to that certain Asset Purchase
Agreement dated as of ___________, 1998 (the "Asset Purchase Agreement"), by and
between UBS SECURITIES (SWAPS) INC., successor-by-merger to UBS Mortgage
Finance, Inc. (the "Seller"), and FORTRESS GSA PROPERTIES LLC (the "Buyer").
RECITAL
Pursuant to the Asset Purchase Agreement, the Buyer has agreed to
purchase from the Seller, and the Seller has agreed to sell to the Buyer, upon
the terms and conditions specified in the Asset Purchase Agreement, the Assets
listed on Schedule 1 to the Asset Purchase Agreement and on Schedule 1 hereto.
NOW, THEREFORE, in consideration of the promises contained in the
Asset Purchase Agreement and for other good and valuable consideration, the
Buyer and the Seller agree as follows:
1. The Seller does hereby sell, transfer, convey, assign and deliver to
the Buyer, and the Buyer hereby accepts from the Seller, all of the right, title
and interest of the Seller in, to and under (a) the Assets listed on Schedule 1
hereto (including all promissory notes, security agreements, guarantees and
other agreements that evidence or secure such Assets) and (b) any and all of the
following: (i) any purchase agreement that was executed by the Seller, and/or in
which rights were assigned to the Seller, in connection with the Seller's
acquisition of the Assets (in either case including any rights in respect of
breaches of representations and warranties), (ii) any agreement for the custody
of documents pertaining to the Assets, and (iii) any agreement for the
administration of the Assets, in each case to have and hold unto the Buyer, its
successors and assigns forever.
2. The Buyer hereby assumes all of the liabilities and agrees to perform
any and all duties and obligations of the Seller under the documents that
evidence or otherwise govern the rights and obligations of the Seller and the
obligor(s) with respect to such Assets and under any agreement referred to in
clause (b) of the preceding paragraph 1.
Capitalized terms used and not otherwise defined herein shall have the
respective meanings assigned to them in the Asset Purchase Agreement. The terms
and provisions of this Assignment and Assumption Agreement shall be binding upon
and inure to the benefit of the parties and their respective successors and
assigns.
Exhibit A-1
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This Assignment and Assumption Agreement shall be governed by and
construed in accordance with the laws of the State of New York without giving
effect to principles of conflicts of laws.
Exhibit A-2
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IN WITNESS WHEREOF, each of the Buyer and the Seller have caused
this Assignment and Assumption Agreement to be duly executed and attested to by
its officer hereunto duly authorized as of the day and year first above written.
UBS SECURITIES (SWAPS) INC., successor-by-merger
to UBS Mortgage Finance, Inc.
By:
----------------------------------------------
Name:
Title:
("SELLER")
FORTRESS GSA PROPERTIES LLC,
a Delaware limited liability company
By: Fortress Partners, L.P., its managing member
By: Fortress investment Corp., its sole
general Partner
By:
------------------------------------
Name:
Title:
("BUYER')
Exhibit A-3
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SCHEDULE 1
ASSETS
Exhibit A-4
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EXHIBIT B
INDEX
14
EXHIBIT B
GSA PROPERTIES
P&S AGMT
PROPERTY MGMT AGMT
LEASE
APPRAISAL
ENVIRONMENTAL
ENGINEERING
TITLE & SURVEY
OVEIEW BOOKS
PARTICIPATING LOAN AGMT W/ ALPINE
000 XXXXXX XXXXXX
ACQUISITION DOCS
AGMT OF P&S BY & BTWN SELLER AND ALPINE REALTY INV
LTR AGMT EXTENDING APPROVAL DATE
APPROVAL NOTICE FROM BUYER TO SELLER
ASSIGNMENT & ASSUMPTION OF SALE AGRMT BY & BTWM ALPINE AND BUYER
SPECIAL WARRANTY DEED MADE BY SELLER IN FAVOR OF BUYER
ASSIGNMENT & ASSUMPTION OF LEASES BY SELLER IN FAVOR OF BUYER
SIDELETTER re: WARRANTIES FROM BUYER TO SELLER
NOVATION AGMTS IN RESPECT OF GSA LEASES FROM BUYER TO SELLER
NOTICES OF TRANSFER TO TENANTS FROM SELLER & BUYER
OMNIBUS ASSIGNMENT MADE BY SELLER TO BUYER
XXXX OF SALE
STMTS OF LEASE
TENANT ESTOPPELS IN RESPECT OF NON-GSA LEASES
TAXPAYERS ID & FIRPTA CERT FROM SELLER TO BUYER
SELLER AFFIDAVIT-TO TITLE CO
OWNERS AFFIDAVIT TO TITLE CO
SELLER'S CERTIFICATION re: FIN STMTS & REPRESENTATION & WARRANTIES
FORM 1099-S
COLORADO REAL PROPERTY TRANSFER DECLARATION BY SELLER & BUYER
MARKED OWNER'S PRO FORMA TITLE INSURANCE POLICY
BROKERS RECEIPTS
JOINT CLOSING INSTRUCTION LTR TO ESCROW HOLDER FROM BUYER TO SELLER AND LENDER
DELIVERIES
CERT OF THE ZONING OFFICER OF LAKEWOOD
ORIGINAL LEASES
15
ORIGINAL SERVICE CONTRACTS
COPY OF SELLERS CHECK FOR $1,179. TRANSFERRING SECURITY DEPOSIT
SELLERS ORGANIZATIONAL DOCS
BUYERS ORGANIZATIONAL DOCS
GSA LTR TO BUYER re: VACANT SPACE
RELIANCE LTRS
LTR re: DELIVERY OF CLOSING DOCS TO ESCROW HOLDER
ACQUISITION LOAN
DEED OF TRUST BTWN BUYER & THE PUBLIC TRUSTEE OF JEFFERSON CNTY. CO FOR THE
BENEFIT OF LENDER
UCC-1 FINANCING STMT BY BUYER IN FAVOR OF LENDER TO BE FILED IN THE COLORADO SEC
OF STATE
UCC-1 FINANCING STMT BY BUYER IN FAVOR OF LENDER TO BE FILED IN THE REAL ESTATE
RECORDS OF JEFFERSON CNTY
MISCELLANEOUS
LTR re: TRANSFER OF ESCROW AMT FROM CHICAGO TITLE TO ESCROW HOLDER
LTR FROM ESCROW HOLDER TO XXXXX XXXXX ESQ. (XXXXX XXXXX et al) ACKNOWLEDGING
RCPT OF CONTRACTS & ESCROW AGMT
BURLINGTON
PRINCIPAL DOCS
CONTRACT OF SALE
LTR AGMT AMENDING CONTRACT TO EXTEND FEASIBILITY PERIOD & CLOSING DATE
LTR AGMT AMENDING CONTRACT TO INCLUDE DELIVERY OF PROPERTY ROOF WARRANTY &
SELLER
LTR AGMT AMENDING CONTRACT TO REDUCE PURCHASE PRICE BY $200,000
ASSIGNMENT OF CONTRACT
NOTICE OF ASSIGNMENT OF RIGHTS UNDER P&S AGMT
TRANSFER DOCS
BARGAIN & SALE DEED WITH COVENANTS AGAINST GRANTORS ACTS
XXXX OF SALE
ASSIGNMENT & ASSUMPTION OF LEASES
ASSIGNMENT & ASSUMPTION AGMT re: SERVICE CONTRACTS
US GOV LEASE FOR REAL PROPERTY
ESTOPPEL STMT BY LESSEE
NOVATION AGMT CONFIRMING TRANSFER OF GSA LEASE FROM SELLER TO BUYER
CERT OF SELLER
ASSIGNMENT OF ROOF WARRANTY
ENVIRONMENTAL INDEMNITY BY SELLER TO BUYER RELATING TO THE DISPOSAL OF CERTAIN
WASTE FROM THE PROPERTY
16
TITLE RELATED DOCS
TITLE INSURANCE COMMITMENTS #TS-115655 ISSUED 11-3-97
TITLE INSURANCE COMMITMENTS #TS-115655 RE-ISSUED 24-98
AFFIDAVIT OF OWNER
TITLE ESCROW LTR
BOND DEFEASANCE DOCS
OPINION OF XxXXXXXX & ENGLISH LLP STATING BOND DEFEASANCE DOES NOT REQUIRE
REGISTRATION UNDER SEC ACT OF 1933
OPINION OF SMITH, STRATTON, WISE, HEHER, AND XXXXXXX re: TRUSTEE TAX REPORTING
REQUIREMENTS FOLLOWING BOND DEFEASANCE
VERIFICATlON REPORT OF DELOITTE & TOUCHE VERIFYING THAT AMT DEPOSITED BY SELLER
WITH BOND ESCROW AGENT IS SUFFICIENT TO DEFEASE BONDS
ESCROW DEPOSIT GMT DATED 2-24-98
WRITTEN CONSENT OF CAPITAL MARKETING ASSURANCE CORP ("CapMac") TO BOND
DEFEASANCE
LTR FROM UBS MORT FIN INC re: AAA RATING & NONCALLABILITY OF DEFEASANCE
SECURITIES
COPY OF CANCELED NOTE FROM SELLER TO NJEDA
DISCHARGE OF MORTGAGE
RELEASE OF ASSIGNMENT OF RENTS & LEASE
RELEASE OF ASSIGNMENT OF GOVERNMENT LEASE
RELEASE OF COLLATERAL TRUST AGMT
UCC-3 TERMINATION STMTS
NOTICE TO BONDHOLDERS OF BOND DEFEASANCE
SIDE LTR AGMT DATED 2-24-98 BTWN SELLER & TRUSTEE re: INDEMNITIES
UNDER BOND DOCS
SIDE LTR AGMT BTWN ALPINE & TRUSTEE re: PAYMENT OF TRUSTEE FEES AS ESCROW AGENT
UNDER ESCROW DEPOSIT AGMT
PAYMENT DOCS
SETTLEMENT STMT - PRORATIONS TO PURCHASE PRICE
PYMT INSTRUCTIONS TO TITLE CO AS ESCROW AGENT re: RELEASE OF DEPOSIT
COPY OF ESCROW AGMT
COPY OF AMENDMENT OF ESCROW AGMT
BUYER ORGANIZATIONAL DOCS
CERT OF FORMATION OF ALPINE REALTY BURLINGTON LLC
GOOD STANDING CERT OF ALPINE REALTY BURLINGTON LLC
CERT AUTHORIZING ALPINE REALTY BURLINGTON LLC TO DO BUSINESS IN STATE OF NJ AS A
FOREIGN LTD LIABILITY CO
OPERATING AGMT OF ALPINE REALTY BURLINGTON LLC
1185 MORTGAGE FINANCE LOAN DOCS
PROMISSORY NOTE MADE BY ALPINE IN PRINCIPAL AMT OF $$310MM
GUARANTY AGMT
17
MORTGAGE BTWN ASSIGNEE AND LENDER AS MORTGAGE RELATING TO THE PROPERTY
SECURING THE GUARANTY
SUBSIDIARY PLEDGE AGMT
SUBSIDIARY PLEDGE AGMT
INITIAL TRANSACTION STMT OF ASSIGNEE CONFIRMING SUBSIDIARY PLEDGE AGMTS
16401 CENTRE TECH
INVESTMENT COMM MEMO
PROPERTY SUMMARY REPORT
FUNDING REQUEST
P&S AGMT (unexecuted draft)
LEASE DOCS
TITLE INSURANCE
WARRANTY DEED
PERFORMANCE BOND
CERT OF GENERAL CONTRACTOR
0000 X XXXXXX
XXX
XXX COMM MEMO
LEASE DOCS
P&S AGMT
FUNDING REQUEST
SETTLEMENT STMT
TITLE POLICY
0000 XXXXXXXXXX XXXX
PROPERTY SUMM REPORT
LEASE DOCS
P&S AGMT
TITLE POLICY
ENDORSEMENT
380 WESTMINSTER
LOI
MORTGAGE & SECURITY AGMT
18
FUNDING REQUEST
P&S AGMT
TITLE POLICY
LEASE
000 XXXXX 0 XXXXXX
XXX (and 8/26/97 letter modifying LOI)
ESCROW AGMNT
INVESTMENT COMM MEMO
LEASE
PURCHASE AGMT
ASSIGNMENT OF ESCROW AGMT
DEVELOPMENT BUDGET AND REAL ESTATE CONTRACT
PRO FORMA TITLE INSURANCE ENDORSEMENT
STADIUM WAY - SAN DIEGO
LOI
INVESTMENT COMM MEMO
LEASE
FUNDING REQUEST
PURCHASE AGMT
TITLE INS
000 XXXXXXXX XXXX - XXXXXXX
XXX
INVESTMENT COMM MEMO
LEASE
P&S AGMT & AMENDMENT
FUNDING REQUEST LTR
ESCROW AGMT
TITLE COMMITMENT
000 XXXX XXXX - XXXXXXX, XX
INVESTMENT COMM MEMO
LEASE SUPPLEMENT
PURCHASE AGMT & AMENDMENT
19
TITLE COMMITMENT, DEED, LEGAL DESCRIPTION
000 XXXXXXXXX XXXXX - XXXXXXX, XX
ASSIGNMENT AGMT
INVESTMENT COMM MEMO
LEASE
FUNDING REQUEST LTR
PURCHASE AGMT & AMENDMENT
ASSIGNMENT AGMT
TITLE POLICY
ESTOPPEL CERTIFICATE
LEASE SUMMARY