Exhibit 10.2
FORM OF REVOLVING NOTE
$_____________ November 20, 2003
FOR VALUE RECEIVED, the undersigned, PREIT ASSOCIATES, L.P, a Delaware
limited partnership (the "Borrower") hereby unconditionally promises to pay to
the order of ________________ (the "Lender"), in care of Xxxxx Fargo Bank,
National Association, as Agent (the "Agent"), to Xxxxx Fargo Bank, National
Association, 0000 X. Xxxx Xxxxx, Xxxxx 000, Xx Xxxxxxx, Xxxxxxxxxx 00000 or at
such other address as may be specified by the Agent to the Borrower, the
principal sum of _____________ ($________), or such lesser amount as may be the
then outstanding and unpaid balance of all Revolving Loans made by the Lender to
the Borrower pursuant to, and in accordance with the terms of, the Credit
Agreement.
The Borrower further agrees to pay interest at said office, in like
money, on the unpaid principal amount owing hereunder from time to time on the
dates and at the rates and at the times specified in the Credit Agreement.
This Note is one of the "Revolving Notes" referred to in that Credit
Agreement dated as of November 20, 2003 (as amended, restated, supplemented or
otherwise modified from time to time, the "Credit Agreement"), by and among the
Borrower, Pennsylvania Real Estate Investment Trust, the financial institutions
party thereto and their assignees under Section 11.5.(c) thereof, the Agent and
the other parties thereto, and is subject to, and entitled to, all provisions
and benefits thereof. Capitalized terms used herein and not defined herein shall
have the respective meanings given to such terms in the Credit Agreement. The
Credit Agreement, among other things, (a) provides for the making of Revolving
Loans by the Lender to the Borrower from time to time in an aggregate amount not
to exceed at any time outstanding the Dollar amount first above mentioned, (b)
permits the prepayment of the Revolving Loans by the Borrower subject to certain
terms and conditions and (c) provides for the acceleration of the Revolving
Loans upon the occurrence of certain specified events.
The Borrower hereby waives presentment, demand, protest and notice of
any kind. No failure to exercise, and no delay in exercising any rights
hereunder on the part of the holder hereof shall operate as a waiver of such
rights.
Time is of the essence for this Note.
THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE
LAWS OF THE COMMONWEALTH OF PENNSYLVANIA APPLICABLE TO CONTRACTS EXECUTED, AND
TO BE FULLY PERFORMED, IN SUCH COMMONWEALTH.
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF, the undersigned has executed and delivered this
Revolving Note under seal as of the date written above.
PREIT ASSOCIATES, L.P.
By: Pennsylvania Real Estate Investment Trust,
its general partner
By:
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Name:
Title:
[SEAL]
