0000905134-02-000011 Sample Contracts

THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 8th, 2002 • Crown American Realty Trust • Real estate investment trusts • Pennsylvania

THIS THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT is made as of the 28th day of September, 2001 (this "Agreement"), by and between CROWN AMERICAN REALTY TRUST, a Maryland real estate investment trust (the "Company"), and NBOC BANK, a division of First Commonwealth Bank, successor in interest to National Bank of the Commonwealth (the "Bank").

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Option Agreement
Crown American Realty Trust • March 8th, 2002 • Real estate investment trusts

THIS GRANT, dated as of the date of grant first stated above (the "Date of Grant"), is delivered by Crown American Properties, L.P. (the "Limited Partnership" and the "Employer") to (the "Optionee"), who is an employee of the Employer.

SECOND AMENDED AND RESTATED EXCHANGE AGREEMENT
Exchange Agreement • March 8th, 2002 • Crown American Realty Trust • Real estate investment trusts • Pennsylvania

This Second Amended and Restated Exchange Agreement (this "Agreement") is entered into as of September 28th, 2001, among NBOC Bank, a division of First Commonwealth Bank, successor in interest to National Bank of the Commonwealth, in its capacity as Lender pursuant to the Credit Agreement referred to herein (the "Lender"), Crown American Realty Trust, a Maryland real estate investment trust (the "REIT"), Crown American Properties, L.P., a Delaware limited partnership (the "Partnership"), Crown Investments Trust, a Delaware business trust ("Borrower" or "CIT") and Crown American Investment Company, a Delaware corporation ("CAIC").

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