PROLOGIS, L.P. AND PROLOGIS, INC., as Parent Guarantor SENIOR DEBT SECURITIES GUARANTEES INDENTURE Dated as of , 2011 U.S. BANK NATIONAL ASSOCIATION, As TrusteeIndenture • May 3rd, 2011 • Amb Property Lp • Real estate • New York
Attention should also be directed to Section 318(c) of the Trust Indenture Act, which provides that the provisions of Sections 310 to and including 317 of the Trust Indenture Act are a part of and govern every qualified indenture, whether or not physically contained therein.
PROLOGIS, L.P. as Issuer, PROLOGIS, INC. as Parent Guarantor and U.S. BANK NATIONAL ASSOCIATION as Trustee FOURTH SUPPLEMENTAL INDENTURE Dated as of [•], 2011 3.25% Exchangeable Senior Notes due 2015Fourth Supplemental Indenture • May 3rd, 2011 • Amb Property Lp • Real estate • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), is dated as of [•], 2011, by and among PROLOGIS, L.P., a Delaware limited partnership (hereinafter called the “Company”), having its principal office at Pier 1, Bay 1, San Francisco, California 94111, PROLOGIS, INC., a Maryland corporation (hereinafter called “Parent”), having its principal office at Pier 1, Bay 1, San Francisco, California 94111 and U.S. BANK NATIONAL ASSOCIATION, as Trustee under the Base Indenture (hereinafter called the “Trustee”), having its Corporate Trust Office at 100 Wall Street, Suite 1600, New York, New York 10005, under the Base Indenture (defined below).
TWELFTH SUPPLEMENTAL INDENTURESupplemental Indenture • May 3rd, 2011 • Amb Property Lp • Real estate • New York
PROLOGIS, L.P. as Issuer, PROLOGIS, INC., as Parent Guarantor and U.S. BANK NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of [•], 2011 2.25% Exchangeable Senior Notes due 2037First Supplemental Indenture • May 3rd, 2011 • Amb Property Lp • Real estate • New York
THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) is dated as of [•], 2011, by and among PROLOGIS, L.P., a Delaware limited partnership (hereinafter called the “Company”), having its principal office at Pier 1, Bay 1, San Francisco, California 94111, PROLOGIS, INC., a Maryland corporation (hereinafter called “Parent”), having its principal office at Pier 1, Bay 1, San Francisco, California 94111 and U.S. BANK NATIONAL ASSOCIATION, as Trustee under the Base Indenture (hereinafter called the “Trustee”), having its Corporate Trust Office at 100 Wall Street, Suite 1600, New York, New York 10005, under the Base Indenture (defined below).
PROLOGIS, L.P. as Issuer, PROLOGIS, INC. as Parent Guarantor and U.S. BANK NATIONAL ASSOCIATION as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of [•], 2011 2.625% Exchangeable Senior Notes due 2038Third Supplemental Indenture • May 3rd, 2011 • Amb Property Lp • Real estate • New York
THIS THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), is dated as of [•], 2011, by and among PROLOGIS, L.P., a Delaware limited partnership (hereinafter called the “Company”), having its principal office at Pier 1, Bay 1, San Francisco, California 94111, PROLOGIS, INC., a Maryland corporation (hereinafter called “Parent”), having its principal office at Pier 1, Bay 1, San Francisco, California 94111 and U.S. BANK NATIONAL ASSOCIATION, as Trustee under the Base Indenture (hereinafter called the “Trustee”), having its Corporate Trust Office at 100 Wall Street, Suite 1600, New York, New York 10005, under the Base Indenture (defined below).
PROLOGIS, L.P. as Issuer, PROLOGIS, INC., as Parent Guarantor and U.S. BANK NATIONAL ASSOCIATION as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of [•], 2011 1.875% Exchangeable Senior Notes due 2037Second Supplemental Indenture • May 3rd, 2011 • Amb Property Lp • Real estate • New York
THIS SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) is dated as of [•], 2011, by and among PROLOGIS, L.P., a Delaware limited partnership (hereinafter called the “Company”), having its principal office at Pier 1, Bay 1, San Francisco, California 94111, PROLOGIS, INC., a Maryland corporation (hereinafter called “Parent”), having its principal office at Pier 1, Bay 1, San Francisco, California 94111 and U.S. BANK NATIONAL ASSOCIATION, as Trustee under the Base Indenture (hereinafter called the “Trustee”), having its Corporate Trust Office at 100 Wall Street, Suite 1600, New York, New York 10005, under the Base Indenture (defined below).
AMB Property, L.P. AMB Property Corporation Dealer Manager AgreementDealer Manager Agreement • May 3rd, 2011 • Amb Property Lp • Real estate • New York
Citigroup Global Markets Inc. RBS Securities Inc., as Dealer Managers c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013
ContractIndenture • May 3rd, 2011 • Amb Property Lp • Real estate
THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF THE DEPOSITARY OR A NOMINEE OF THE DEPOSITARY. THIS NOTE IS EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE AND MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY.
THIRTEENTH SUPPLEMENTAL INDENTURESupplemental Indenture • May 3rd, 2011 • Amb Property Lp • Real estate • New York
THIRTEENTH SUPPLEMENTAL INDENTURE, dated as of , 2011 (this “Supplemental Indenture”), by and between PROLOGIS (formerly ProLogis Trust and prior thereto Security Capital Industrial Trust), a real estate investment trust organized under the laws of the State of Maryland having its principal office at 4545 Airport Way, Denver, Colorado 80239 (the “Company”), and U.S. BANK NATIONAL ASSOCIATION (as successor in interest to State Street Bank and Trust Company), having a corporate trust office at Corporate Trust Services, 100 Wall Street, Suite 1600, New York, New York 10005, as successor Trustee (in such capacity, the “Trustee”) under the Base Indenture (defined below). Section 1.2 of this Supplemental Indenture sets forth the definitions of certain capitalized terms used in this Supplemental Indenture.
ContractExchange Agreement • May 3rd, 2011 • Amb Property Lp • Real estate
ELEVENTH SUPPLEMENTAL INDENTURESupplemental Indenture • May 3rd, 2011 • Amb Property Lp • Real estate • New York
This ELEVENTH SUPPLEMENTAL INDENTURE is dated as of [•], 2011 (this “Eleventh Supplemental Indenture”), by and among PROLOGIS, a real estate investment trust organized under the laws of the State of Maryland having its principal office at 4545 Airport Way, Denver, Colorado 80239 (the “Company”), NEW PUMPKIN INC., a corporation organized under the laws of the State of Maryland having its principal office at 4545 Airport Way, Denver, Colorado 80239 (“New Pumpkin”), and U.S. BANK NATIONAL ASSOCIATION (as successor in interest to State Street Bank and Trust Company), having a corporate trust office at Corporate Trust Services, 100 Wall Street, Suite 1600, New York, New York 10005, as trustee (in such capacity, the “Trustee”) under the Base Indenture (as defined below).
