0001017062-03-000358 Sample Contracts

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CT OPERATING PARTNERSHIP, L.P. (A California Limited Partnership)
Pan Pacific Retail Properties Inc • February 28th, 2003 • Real estate investment trusts • California

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (the “Agreement”), dated as of January 17, 2003, amends and restates in its entirety, as of the Effective Time (as defined below) that certain Amended and Restated Agreement of Limited Partnership of CT Operating Partnership, L.P., dated as of March 23, 2000, as amended by that certain First Amendment to the Amended and Restated Agreement of Limited Partnership of CT Operating Partnership, L.P. dated October 1, 2002, entered into by and among Center Trust, Inc. (formerly Alexander Haagen Properties, Inc.), a Maryland corporation (the “Company”), as the General Partner, and the Persons whose names are set forth on Exhibit A as attached hereto, as the Limited Partners, together with any other Persons who become Partners in the Partnership as provided herein. Pursuant to that certain Agreement and Plan of Merger (the “Merger Agreement”) among Pan Pacific Retail Properties, Inc., a Maryland corporation (“Parent”), MB Acquisi

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REGISTRATION RIGHTS AGREEMENT by and among PAN PACIFIC RETAIL PROPERTIES, INC. and THE UNDERSIGNED HERETO dated as of January 17, 2003
Registration Rights Agreement • February 28th, 2003 • Pan Pacific Retail Properties Inc • Real estate investment trusts • California

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of January 17, 2003, by and among Pan Pacific Retail Properties, Inc., a Maryland corporation (the “Company”), and the undersigned hereto (the “Issuee”). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Second Amended Partnership Agreement (as defined herein).

REGISTRATION RIGHTS AGREEMENT by and among PAN PACIFIC RETAIL PROPERTIES, INC. and THE UNDERSIGNED HERETO dated as of January 17, 2003
Registration Rights Agreement • February 28th, 2003 • Pan Pacific Retail Properties Inc • Real estate investment trusts • California

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of January 17, 2003, by and among Pan Pacific Retail Properties, Inc., a Maryland corporation (the “Company”), and the undersigned hereto (the “Issuee”). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Second Amended Partnership Agreement (as defined herein).

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