GUARANTY OF PAYMENTAmb Property Corp • February 29th, 2008 • Real estate investment trusts • New York
GUARANTY OF PAYMENT (this “Guaranty”), made as of June 1, 2006, by AMB PROPERTY CORPORATION, a Maryland corporation, having an address at Pier 1, Bay 1, San Francisco, California 94111 (“Guarantor”), for the benefit of JPMORGAN CHASE BANK, as Administrative Agent and J.P. MORGAN EUROPE LIMITED, as Administrative Agent (collectively, the “Administrative Agent”) for the banks (the “Banks”) that are from time to time parties to that certain Third Amended and Restated Revolving Credit Agreement (the “Credit Agreement”), dated as of the date hereof, among AMB Property, L.P. (the “Borrower”), the banks listed on the signature pages thereof, the Administrative Agent, Bank of America, N.A., as Syndication Agent, J.P. Morgan Securities Inc. and Banc of America Securities LLC, as Joint Lead Arrangers and Joint Bookrunners, Eurohypo AG, New York Branch, Wachovia Bank, N.A., and PNC Bank, National Association, as Documentation Agents, and The Bank of Nova Scotia, acting through its San Francisco A
GUARANTY OF PAYMENTAmb Property Corp • February 29th, 2008 • Real estate investment trusts • New York
GUARANTY OF PAYMENT (this “Guaranty”), made as of June 23, 2006, jointly and severally by AMB PROPERTY, L.P. (“AMB LP”), a Delaware limited partnership, having an address at Pier 1, Bay 1, San Francisco, California 94111, and AMB PROPERTY CORPORATION (“AMB Corporation”), a Maryland corporation, having an address at Pier 1, Bay 1, San Francisco, California 94111 (collectively, the “Guarantors”), for the benefit of SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent and Sole Lead Arranger and Bookmanager (the “Administrative Agent”), for the banks (the “Banks”) that are from time to time parties to that certain Amended and Restated Revolving Credit Agreement (the “Credit Agreement”), dated as of the date hereof, among AMB Japan Finance Y.K. (the “Initial Borrower”), the Initial Qualified Borrowers (as defined in the Credit Agreement), the Guarantors, the Banks and the Administrative Agent.
QUALIFIED BORROWER GUARANTYQualified Borrower Guaranty • February 29th, 2008 • Amb Property Corp • Real estate investment trusts • New York
UNCONDITIONAL GUARANTY OF PAYMENT (this “Guaranty”), is made as of June 1, 2006 by AMB PROPERTY, L.P., a Delaware limited partnership (the “Guarantor”) for the benefit of JPMORGAN CHASE BANK, N.A., as Administrative Agent and J.P. MORGAN EUROPE LIMITED, as Administrative Agent (collectively, the “Administrative Agent”) for the banks (the “Banks”) that are from time to time parties to that certain Third Amended and Restated Revolving Credit Agreement (the “Credit Agreement”), dated as of the date hereof, among the Guarantor, the banks listed on the signature pages thereof, the Administrative Agent, Bank of America, N.A., as Syndication Agent, J.P. Morgan Securities Inc. and Banc of America Securities LLC, as Joint Lead Arrangers and Joint Bookrunners, Eurohypo AG, New York Branch, Wachovia Bank, N.A., and PNC Bank, National Association, as Documentation Agents, and The Bank of Nova Scotia, acting through its San Francisco Agency, Wells Fargo Bank, N.A., ING Real Estate Finance (USA) LLC
AMB PROPERTY II, L.P. FIRST AMENDMENT TO FOURTEENTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIPFirst Amendment • February 29th, 2008 • Amb Property Corp • Real estate investment trusts • Delaware
This First Amendment (this “Amendment”) is made as of January 1, 2008, by AMB PROPERTY HOLDING CORPORATION, a Maryland corporation, as general partner (the “General Partner”) of AMB PROPERTY II, L.P., a Delaware limited partnership (the “Partnership”), and as attorney-in-fact for each of the limited partners of the Partnership (collectively, the “Limited Partners”) for the purpose of amending the Fourteenth Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of February 22, 2007 (the “Partnership Agreement”). All defined terms used herein but not defined herein have the meanings assigned to them in the Partnership Agreement.
ASSIGNMENT AND ASSUMPTION AGREEMENT TO CHANGE IN CONTROL AND NONCOMPETITION AGREEMENTAssignment and Assumption Agreement • February 29th, 2008 • Amb Property Corp • Real estate investment trusts • California
This Assignment and Assumption Agreement (this “Assignment”) is made and entered as of January 1, 2008, by and among AMB Property, L.P., a Delaware limited partnership (“Assignor”), AMB Property III, LLC, a Delaware limited liability company (“Assignee”), and ____________ (“Executive”).
