0000807364-04-000021 Sample Contracts

LOAN AGREEMENT
Loan Agreement • November 2nd, 2004 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Illinois

THIS LOAN AGREEMENT (this "Agreement") is dated as of September 23, 2004 and is made by and between INTERSTATE GENERAL COMPANY L.P., a Delaware limited partnership ("Borrower"), and FIRST BANK AND TRUST COMPANY OF ILLINOIS, an Illinois state commercial bank ("Lender").

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ST. CHARLES ASSOCIATES LIMITED PARTNERSHIP FIRST AMENDMENT TO AMENDED AND RESTATED LIMITED PARTNERSHIP CERTIFICATE AND AGREEMENT
Limited Partnership Certificate and Agreement • November 2nd, 2004 • Interstate General Co L P • Land subdividers & developers (no cemeteries)

THIS FIRST AMENDMENT TO CERTIFICATE AND AGREEMENT dated as of the 11th day of October, 2004, by and among Interstate General Company L.P. ("IGC"), a publicly traded Delaware limited partnership, as the General Partner and withdrawing General Partner, Interstate Business Corporation ("IBC"), a Delaware corporation, as successor to IGC as the General Partner and as the withdrawing Limited Partner, and Wilson Securities Corporation ("WSC"), a Delaware corporation, as successor to IBC as the Limited Partner.

AGREEMENT OF SALE, TRANSFER AND ASSIGNMENT
Agreement of Sale, Transfer and Assignment • November 2nd, 2004 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Maryland

THIS AGREEMENT made this 11th day of October, 2004, by and among Interstate General Company L.P. ("IGC"), a publicly traded limited partnership, Interstate Business Corporation ("IBC"), a Delaware Corporation, and Wilson Securities Corporation ("WSC"), a Delaware corporation, herein referred to collectively as "the Parties."

REFINANCE, DEVELOPMENT AND DISBURSEMENT LOAN AGREEMENT
, Development and Disbursement Loan Agreement • November 2nd, 2004 • Interstate General Co L P • Land subdividers & developers (no cemeteries) • Maryland

THIS REFINANCE, DEVELOPMENT AND DISBURSEMENT LOAN AGREEMENT (the "Loan Agreement") is made this 12th day of October, 2004, by and between Interstate Business Corporation, a Delaware corporation ("Borrower"), and M&T MORTGAGE CORPORATION, having a principal address 9214 Center Street, Second Floor, Manassas, Virginia 20110 (the "Lender").

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