TERM LOAN AGREEMENT among MACK-CALI REALTY, L.P. and JPMORGAN CHASE BANK, N.A. and OTHER LENDERS WHICH MAY BECOME PARTIES TO THIS AGREEMENT with JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT and and J.P. MORGAN SECURITIES INC., AS ARRANGER Dated...Term Loan Agreement • February 22nd, 2007 • Mack Cali Realty L P • Real estate investment trusts
This TERM LOAN AGREEMENT (this “Agreement”) is made as of the 29th day of November, 2006, by and among MACK-CALI REALTY, L.P., a Delaware limited partnership (“MCRLP” or the “Borrower”), having its principal place of business at 11 Commerce Drive, Cranford, New Jersey 07016, JPMORGAN CHASE BANK, N.A. (formerly known as JPMorgan Chase Bank) (“JPMorgan”), having its principal place of business at 270 Park Avenue, New York, New York 10017, and the other lending institutions party hereto or which may become parties hereto pursuant to §18 (individually, a “Lender” and collectively, the “Lenders”) and JPMORGAN CHASE BANK, N.A., as the administrative agent for itself and each other Lender.
OPERATING AGREEMENT OF NKFGMS OWNERS, LLCOperating Agreement • February 22nd, 2007 • Mack Cali Realty L P • Real estate investment trusts • New York
This Operating Agreement of NKFGMS Owners, LLC, a limited liability company organized pursuant to the Act, is entered into and shall be effective as of the Effective Date, by and among the Company and Members (as such terms are hereinafter defined below).
LOANS, SALE AND SERVICES AGREEMENTLoans, Sale and Services Agreement • February 22nd, 2007 • Mack Cali Realty L P • Real estate investment trusts • Delaware
AGREEMENT dated this 28th day of December, 2006 by and between Newmark & Company Real Estate, Inc. d/b/a Newmark Knight Frank (“Newmark”), a New York corporation, with an office at 125 Park Avenue, New York, New York 10017; Mack-Cali Realty, L.P, a Delaware limited partnership (“Mack-Cali”), with an office at 343 Thornall Street, Edison, NJ 08837, and Newmark Knight Frank Global Management Services, LLC (the “Company”), a Delaware limited liability company, with an office located at 10 Sylvan Way, Parsippany, New Jersey 07054.
MACK-CALI RIGHTS, OBLIGATIONS AND OPTION AGREEMENT BY AND BETWEEN MEADOWLANDS DEVELOPER LIMITED PARTNERSHIP, MEADOWLANDS LIMITED PARTNERSHIP, MEADOWLANDS DEVELOPER HOLDING CORP., MEADOWLANDS MACK-CALI GP, L.L.C. MACK-CALI MEADOWLANDS SPECIAL L.L.C.,...Obligations and Option Agreement • February 22nd, 2007 • Mack Cali Realty L P • Real estate investment trusts • New York
THIS MACK-CALI RIGHTS, OBLIGATIONS AND OPTION AGREEMENT (this “Agreement”) is executed this 22nd day of November, 2006 (the “Execution Date”), by and among (i) MEADOWLANDS DEVELOPER LIMITED PARTNERSHIP (f/k/a Meadowlands Mills/Mack-Cali Limited Partnership), a Delaware limited partnership (“MDLP”), (ii) MEADOWLANDS LIMITED PARTNERSHIP (f/k/a Meadowlands Mills Limited Partnership), a Delaware limited partnership (the “JV GP”), (iii) MEADOWLANDS DEVELOPER HOLDING CORP., a Delaware corporation (“JV Holding”), (iv) MEADOWLANDS MACK-CALI GP, L.L.C. (f/k/a Meadowlands Mills/Mack-Cali GP, L.L.C.), a Delaware limited liability company (“GP LLC”), (v) MACK-CALI MEADOWLANDS SPECIAL L.L.C., a New Jersey limited liability company (“Special General Partner”), (vi) MACK-CALI MEADOWLANDS ENTERTAINMENT L.L.C., a New Jersey limited liability company (“MC Entertainment” and together with Special General Partner the “MC Partners” and each a “MC Partner”), (vii) BASEBALL MEADOWLANDS MILLS/MACK-CALI LIMITE
MEMBERSHIP INTEREST PURCHASE AND CONTRIBUTION AGREEMENTMembership Interest Purchase and Contribution Agreement • February 22nd, 2007 • Mack Cali Realty L P • Real estate investment trusts • New York
THIS MEMBERSHIP INTEREST PURCHASE AND CONTRIBUTION AGREEMENT (this “Agreement”), dated as of December 28, 2006, by and among NKFGMS Owners, LLC, a Delaware limited liability company (the “Company”), The Gale Construction Services Company, L.L.C., a Delaware limited liability company (the “Mack-Cali Member”), NKFFM Limited Liability Company, a New Jersey limited liability company (the “Newmark Member”), Scott Panzer (“Panzer”), Ian Marlow (“Marlow”), Newmark & Company Real Estate, Inc. d/b/a Newmark Knight Frank, a New York corporation (“Newmark”), and Mack-Cali Realty, L.P., a Delaware limited partnership (“M-C Realty”).
REDEMPTION AGREEMENT BY AND AMONG MEADOWLANDS DEVELOPER LIMITED PARTNERSHIP, MEADOWLANDS DEVELOPER HOLDING CORP., MACK-CALI MEADOWLANDS ENTERTAINMENT L.L.C., MACK-CALI MEADOWLANDS SPECIAL L.L.C., AND MEADOWLANDS LIMITED PARTNERSHIP Execution Date:...Redemption Agreement • February 22nd, 2007 • Mack Cali Realty L P • Real estate investment trusts • Delaware
THIS REDEMPTION AGREEMENT (this “Agreement”) is made as of this 22nd day of November, 2006 by and among MEADOWLANDS DEVELOPER LIMITED PARTNERSHIP (f/k/a Meadowlands Mills/Mack-Cali Limited Partnership), a Delaware limited partnership (the “Partnership” and sometimes, the “Original Partnership”), MACK-CALI MEADOWLANDS ENTERTAINMENT L.L.C., a New Jersey limited liability company and a limited partner in the Partnership (the “MC Partner”), MACK-CALI MEADOWLANDS SPECIAL L.L.C., a New Jersey limited liability company and a general partner in the Partnership (the “Special General Partner” who, together with the MC Partner, are collectively referred to herein as the “Redeemed Partners”), MEADOWLANDS DEVELOPER HOLDING CORP., a Delaware corporation (“Holdings Corp”), and the MEADOWLANDS LIMITED PARTNERSHIP (f/k/a Meadowlands/Mills Limited Partnership), a Delaware limited partnership and a general partner and a limited partner in the Partnership (the “Meadowlands Partnership”, and together with
