SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 2nd, 2013 • Otsego Shares, LLC • Real estate • Delaware
This SHARE PURCHASE AGREEMENT (this "Agreement"), dated as of April 22, 2013, is entered into by and among (i) OTSEGO SHARES, LLC, a Delaware limited liability company ("Buyer"), (ii) C3 INITIAL ASSETS LLC, a Delaware limited liability company ("Seller" and, together with Buyer, the "Parties"), (iii) solely with respect to Sections 4 and 8(a), C-III CAPITAL PARTNERS LLC, a Delaware limited liability company ("C-III"), and (iv) solely with respect to Section 6, Section 8(b) and Section 24 of this Agreement, HUNT CAPITAL PARTNERS, LLC ("Hunt").
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)Joint Filing Agreement • May 2nd, 2013 • Otsego Shares, LLC • Real estate
The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he, she or it knows or has reason to believe that such information is inaccurate.
STANDSTILL AGREEMENTStandstill Agreement • May 2nd, 2013 • Otsego Shares, LLC • Real estate • Delaware
This STANDSTILL AGREEMENT (this "Agreement"), dated as of April 22, 2013, is entered into by and among OTSEGO SHARES, LLC, a Delaware limited liability company ("Buyer"), ISLAND CAPITAL GROUP LLC, a Delaware limited liability company ("Island"), ANDREW L. FARKAS, an individual ("Farkas"), and JEFFREY P. COHEN, an individual ("Cohen" and, collectively with Island and Farkas, the "Standstill Parties").
