CONTRIBUTION AGREEMENT by and among BREOF TCU GP LLC and BREOF TCU LLC and PHOENIX BERRY STREET LIMITED PARTNERSHIP and PHOENIX G.P. XVIII, INC. and BEHRINGER HARVARD TCU, LLC February 1, 2007Contribution Agreement • February 7th, 2007 • Behringer Harvard Opportunity REIT I, Inc. • Real estate investment trusts • Texas
This CONTRIBUTION AGREEMENT (this “Agreement”) is entered into as of February 1, 2007, by and among (i) BREOF TCU GP LLC, a Delaware limited liability company, (ii) BREOF TCU LLC, a Delaware limited liability company, (iii) PHOENIX BERRY STREET LIMITED PARTNERSHIP, a Texas limited partnership, and (iv) PHOENIX G.P. XVIII, INC., a Texas corporation (each a “Transferor” and collectively the “Transferors”)and BEHRINGER HARVARD TCU, LLC, a Delaware limited liability company (the “BH Investor”).
MEZZANINE PROMISSORY NOTEMezzanine Promissory Note • February 7th, 2007 • Behringer Harvard Opportunity REIT I, Inc. • Real estate investment trusts • Virginia
BREOF UVA GP LLC, a Delaware limited liability company, BREOF UVA LLC, a Delaware limited liability company, PPC-UVA 15th Street Limited Partnership, a Texas limited partnership and PPC Charlottesville GP, Inc., a Texas corporation (“Borrowers”), FOR VALUE RECEIVED, promise to pay to the order of Behringer Harvard UVA, LLC, a Delaware limited liability company or its assigns (“Lender”), at such place as Lender may from time to time designate in writing, the principal sum of Six Million Forty Thousand Dollars ($6,040,000.00) or so much thereof as may from time to time have been advanced to Borrowers under this Note with Interest (as defined below) on the outstanding principal amount at the rates set forth herein.
MEZZANINE PLEDGE AND SECURITY AGREEMENTMezzanine Pledge and Security Agreement • February 7th, 2007 • Behringer Harvard Opportunity REIT I, Inc. • Real estate investment trusts • Texas
THIS MEZZANINE PLEDGE AND SECURITY AGREEMENT (this “Agreement”), dated as of February 1, 2007, made by BREOF TCU GP LLC, a Delaware limited liability company, BREOF TCU LLC, a Delaware limited liability company, Phoenix Berry Street Limited Partnership, a Texas limited partnership, and Phoenix G.P. XVIII, Inc., a Texas corporation (each a “Pledgor” and collectively, the “Pledgors”), and Behringer Harvard TCU, LLC, a Delaware limited liability company (together with its successors and assigns, “Lender”).
MEZZANINE LOAN AGREEMENT BY AND AMONG BREOF TCU GP LLCMezzanine Loan Agreement • February 7th, 2007 • Behringer Harvard Opportunity REIT I, Inc. • Real estate investment trusts • Texas
This MEZZANINE LOAN AGREEMENT (this “Agreement”) is made and entered into as of this 1st day of February 2007, by and between BREOF TCU GP LLC, a Delaware limited liability company (“BREOF GP”), BREOF TCU LLC, a Delaware limited liability company (“BREOF”), PHOENIX BERRY STREET LIMITED PARTNERSHIP, a Texas limited partnership (“Phoenix”) and PHOENIX G.P. XVIII, INC. a Texas corporation (“Phoenix GP”) , each of whose address is c/o Phoenix Property Company, 2626 Howell St., Suite 800, Dallas, Texas 75204 (each of BREOF GP, BREOF, Phoenix and Phoenix GP is a “Borrower” and collectively are “Borrowers”), and BEHRINGER HARVARD TCU, LLC, a Delaware limited liability company, whose address is 15601 Dallas Parkway, Suite 600, Addison, Texas 75001 (“Lender”).
