AS LENDER ANDLoan Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • New York
THIRD AMENDMENT TO AGREEMENT OF PURCHASE AND SALE ------------------------------------------------- THIS THIRD AMENDMENT TO AGREEMENT OF PURCHASE AND SALE (this "Amendment") dated as of the 15th day of November, 2002, is made by and between...Agreement of Purchase and Sale • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • Pennsylvania
FIRST AMENDMENT TO AGREEMENT OF PURCHASE AND SALE ------------------------------------------------- This First Amendment to Agreement of Purchase and Sale ("First Amendment") is made this 12th day of September, 2002 by and between Connecticut General...First Amendment • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts
BACKGROUNDProperty Management Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • New York
ASSIGNMENT AND ASSUMPTION OF LEASES AND SECURITY DEPOSITS THIS ASSIGNMENT AND ASSUMPTION OF LEASES AND SECURITY DEPOSITS (this "Assignment") is executed as of this _____ day of November, 2002, by CONNECTICUT GENERAL LIFE INSURANCE COMPANY, a...Assignment and Assumption • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF LEASES AND SECURITY DEPOSITS (this "Assignment") is executed as of this _____ day of November, 2002, by CONNECTICUT GENERAL LIFE INSURANCE COMPANY, a Connecticut corporation ("Seller"), and CEDAR-CAMP HILL, LLC, a Delaware limited liability company ("Purchaser").
GUARANTY AND SURETYSHIP AGREEMENT THIS GUARANTY AND SURETYSHIP AGREEMENT (this "Agreement") executed on November 14, 2002, to be delivered on November 15, 2002, by CEDAR INCOME FUND, LTD., a Maryland corporation ("Cedar REIT"), and CEDAR INCOME FUND...Guaranty and Suretyship Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • Pennsylvania
ASSIGNMENT AND ASSUMPTION OF CONTRACT OF SALE --------------------------------------------- [Camp Hill Mall]Assignment and Assumption of Contract • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF CONTRACT OF SALE (this "Assignment") made as of the ___ day of November, 2002, by and between Cedar Income Fund Partnership, L.P., a Delaware limited partnership having an address at 44 South Bayles Avenue, Port Washington, New York 11050 ("Assignor") and Cedar-Camp Hill, LLC, a Delaware limited liability company having an address at c/o Cedar Bay Realty Advisors, Inc., 44 South Bayles Avenue, Port Washington, New York 11050 ("Assignee").
ASSIGNMENT AND ASSUMPTION OF AGREEMENT FOR COMPLETION AND GUARANTEE THIS ASSIGNMENT AND ASSUMPTION OF AGREEMENT FOR COMPLETION AND GUARANTEE (this "Assignment") is executed as of this _____ day of November, 2002, by CONNECTICUT GENERAL LIFE INSURANCE...Assignment and Assumption of Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF AGREEMENT FOR COMPLETION AND GUARANTEE (this "Assignment") is executed as of this _____ day of November, 2002, by CONNECTICUT GENERAL LIFE INSURANCE COMPANY, a Connecticut corporation ("Seller"), and CEDAR-CAMP HILL, LLC, a Delaware limited liability company ("Purchaser").
OPEN-END MORTGAGE AND SECURITY AGREEMENT ---------------------------------------- (THIS MORTGAGE SECURES FUTURE ADVANCES) THIS OPEN-END MORTGAGE AND SECURITY AGREEMENT (the "Mortgage") executed on November 14, 2002, to be delivered on November 15,...Open-End Mortgage and Security Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • Pennsylvania
BILL OF SALE AND GENERAL ASSIGNMENT Concurrently with the execution and delivery hereof, CONNECTICUT GENERAL LIFE INSURANCE COMPANY, a Connecticut corporation ("Assignor"), is conveying to CEDAR-CAMP HILL, LLC, a Delaware limited liability company...Cedar Income Fund LTD /Md/ • December 9th, 2002 • Real estate investment trusts
November 15, 2002 Cedar-Camp Hill, LLC c/o Cedar Bay Realty Advisors, Inc. 44 South Bayles Avenue Port Washington, NY 11050 ATTENTION: Leo S. Ullman Re: Sale of Camp Hill Mall (the "Property") Connecticut General Life Insurance Company to Cedar-Camp...Cedar Income Fund LTD /Md/ • December 9th, 2002 • Real estate investment trusts
Attached to this letter as Exhibit A is a list of the receivables/delinquent rents at the Property (the "Receivables") as of the date of this letter (the "Closing Date"). The collection, receipt, disposition and distribution of the Receivables following the Closing Date shall be handled as "delinquent rents" in accordance with the provisions of Article V of the Purchase and Sale Agreement between Connecticut General Life Insurance Company (the "Seller") and Cedar Income Fund Partnership, L.P. (the "Original Purchaser") having an Effective Date (as defined therein) of August 14, 2002, as amended by First and Second Amendments to Purchase and Sale Agreement dated September 12, 2002 and October 31, 2002 respectively, as further amended by Third Amendment to Agreement of Purchase and Sale dated as of November 15, 2002 and as assigned to Cedar-Camp Hill, LLC (the "Purchaser") on the Closing Date (as so amended and assigned, the "Purchase and Sale Agreement").
GENERAL COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT THIS GENERAL COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT (this "Agreement") executed on November 14, 2002, to be delivered on November 15, 2002, by and between CEDAR-CAMP HILL, LLC, a Delaware...General Collateral Assignment and Security Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • Pennsylvania
INTERCREDITOR RECOGNITION AGREEMENT THIS INTERCREDITOR RECOGNITION AGREEMENT ("Agreement"), made as of the 22 day of November, 2002, among CITIZENS BANK OF PENNSYLVANIA, a Pennsylvania state chartered savings bank, having an office at 2001 Market...Intercreditor Recognition Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • Pennsylvania
PLEDGE AND SECURITY AGREEMENT THIS PLEDGE AND SECURITY AGREEMENT (as amended, modified, supplemented, extended, restated or replaced from time to time, this "Agreement"), is made as of November 22, 2002, by CEDAR INCOME FUND PARTNERSHIP, L.P., a...Pledge and Security Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts
AGREEMENT AND ACKNOWLEDGMENT OF PLEDGE The undersigned hereby agrees, acknowledges and consents as of the 22 day of November, 2002, to the execution and delivery to SWH FUNDING CORP., a New Jersey corporation (together with its successors, assigns and...Agreement And • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts
The undersigned hereby agrees, acknowledges and consents as of the 22 day of November, 2002, to the execution and delivery to SWH FUNDING CORP., a New Jersey corporation (together with its successors, assigns and participants, "Lender"), of that certain Pledge and Security Agreement by CEDAR INCOME FUND PARTNERSHIP, L.P., a Delaware limited partnership ("Pledgor"), as of even date herewith (the "Pledge"), as collateral security for the payment and performance of the Obligations (as defined in the Pledge) under the Pledgor Guaranty (as defined in the Pledge), and the assignment and pledge under the Pledge to Lender by Pledgor of all of its right, title and interest in and to the Pledged Collateral (as defined in the Pledge) including, inter alia, the Camp Hill Collateral (as defined in the Pledge). All capitalized terms used herein, but not otherwise defined herein, shall have the meanings ascribed to such terms in the Pledge.
AGREEMENT AND ACKNOWLEDGMENT OF PLEDGE The undersigned hereby agrees, acknowledges and consents as of the 22 day of November, 2002, to the execution and delivery to SWH FUNDING CORP., a New Jersey corporation (together with its successors, assigns and...Agreement And • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts
The undersigned hereby agrees, acknowledges and consents as of the 22 day of November, 2002, to the execution and delivery to SWH FUNDING CORP., a New Jersey corporation (together with its successors, assigns and participants, "Lender"), of that certain Pledge and Security Agreement by CEDAR INCOME FUND PARTNERSHIP, L.P., a Delaware limited partnership ("Pledgor"), as of even date herewith (the "Pledge"), as collateral security for the payment and performance of the Obligations (as defined in the Pledge) under the Pledgor Guaranty (as defined in the Pledge), and the assignment and pledge under the Pledge to Lender by Pledgor of all of its right, title and interest in and to the Pledged Collateral (as defined in the Pledge) which includes, inter alia, the Holdings Collateral (as defined in the Pledge). All capitalized terms used herein, but not otherwise defined herein, shall have the meanings ascribed to such terms in the Pledge.
LIMITED LIABILITY COMPANY AGREEMENT OF CEDAR-CAMP HILL, LLCLimited Liability Company Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • Delaware
ENVIRONMENTAL INDEMNITY AGREEMENT THIS ENVIRONMENTAL INDEMNITY AGREEMENT ("Agreement") executed on November 14, 2002, to be delivered on November 15, 2002, by CEDAR-CAMP HILL, LLC, a Delaware limited liability company ("Borrower"), with an office in...Environmental Indemnity Agreement • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts
DEED ----Cedar Income Fund LTD /Md/ • December 9th, 2002 • Real estate investment trusts
BETWEEN CONNECTICUT GENERAL LIFE INSURANCE COMPANY, a Connecticut corporation (hereinafter called the "Grantor"), of the one part, and CEDAR-CAMP HILL, LLC, a Delaware limited liability company (hereinafter called the "Grantee"), of the other part,
ASSIGNMENT OF LEASES AND RENTS THIS ASSIGNMENT OF LEASES AND RENTS (this "Assignment") executed on November 14, 2002, to be delivered on November 15, 2002, by CEDAR-CAMP HILL, LLC, a Delaware limited liability company ("Assignor"), with an office in...Assignment of Leases And • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • Pennsylvania
GUARANTY Dated as of November 22, 2002 Made By CEDAR INCOME FUND, LTD., as Guarantor in favor of SWH FUNDING CORP., as Lender GUARANTY THIS GUARANTY (this "Guaranty"), dated as of November 22, 2002, is made by CEDAR INCOME FUND, LTD., a Maryland...Guaranty • December 9th, 2002 • Cedar Income Fund LTD /Md/ • Real estate investment trusts • New York
