FOURTH AMENDMENT TO FIRST AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CAPLEASE, LP
Exhibit 10.1
FOURTH AMENDMENT TO
FIRST AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF
CAPLEASE, LP
In connection with the issuance of up to 2,800,000 shares of 7.25% Series C Cumulative Redeemable Preferred Stock by CapLease, Inc. (the “Company” and the “Original Limited Partner”) and the contribution to Caplease, LP (the “Partnership”) by the Original Limited Partner of some or all of the net proceeds therefrom and pursuant to Article XII of the First Amended and Restated Limited Partnership Agreement of Caplease, LP (the “Partnership Agreement”), this FOURTH AMENDMENT TO FIRST AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CAPLEASE, LP (this “Amendment”) is made and entered into as of the 15th day of March, 2013, by and between CLF OP General Partner LLC (the “General Partner”) and the Original Limited Partner for the sole purpose of (i) increasing the number of designated Series C Preferred Units to 4,500,000 and (ii) authorizing the issuance of up to an additional 2,800,000 Series C Preferred Units to the Original Limited Partner, from time to time as follows:
NOW THEREFORE, in consideration of the mutual covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
Section 1. Increase in Series C Preferred Units.
Section 15.1 of the Partnership Agreement is hereby amended by deleting the second sentence thereof in its entirety and replacing it with the following:
“The number of authorized Series C Preferred Units shall be 4,500,000, 1,700,000 of which shall be issued and outstanding and owned by the Original Limited Partner as of the date hereof, and 2,800,000 of which shall be issued to the Original Limited Partner, from time to time, in consideration of the contribution of the net proceeds from the issue and sale by the Original Limited Partner, of up to 2,800,000 shares of its 7.25% Series C Cumulative Redeemable Preferred Stock in an at-the-market offering.”
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IN WITNESS WHEREOF, this Amendment is executed as of the 15th day of March, 2013.
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GENERAL PARTNER: |
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CLF OP GENERAL PARTNER LLC |
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By: |
CapLease, Inc., its sole member |
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| By: | /s/ Xxxxx X. Xxxxx | ||
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Name: |
Xxxxx X. Xxxxx |
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Title: |
Senior Vice President |
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Address: |
0000 Xxxxxx xx xxx Xxxxxxxx |
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Xxx Xxxx, Xxx Xxxx 00000 |
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ORIGINAL LIMITED PARTNER: |
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| By: |
/s/ Xxxxxx X. Xxxxx |
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Name: |
Xxxxxx X. Xxxxx |
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Title: |
Senior Vice President |
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Address: |
0000 Xxxxxx xx xxx Xxxxxxxx |
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Xxx Xxxx, Xxx Xxxx 00000 |
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