SUPPLEMENTAL INDENTURE (to Indenture dated as of January 30, 2004, as supplemented by the First Supplemental Indenture dated as of September 19, 2006, and the Successor Supplemental Indenture dated as of April 20, 2007)Supplemental Indenture • August 9th, 2007 • Centro NP LLC • Real estate investment trusts • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 4, 2007, by and between Centro NP LLC (formerly Super IntermediateCo LLC), a Maryland limited liability company (the “Company”) (as successor to New Plan Excel Realty Trust, Inc., a Maryland corporation (“New Plan”)), and U.S. Bank Trust National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUCCESSOR SUPPLEMENTAL INDENTURE (to Indenture dated as of January 30, 2004)Supplemental Indenture • August 9th, 2007 • Centro NP LLC • Real estate investment trusts • New York
SUCCESSOR SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 20, 2007, by and between Super IntermediateCo LLC, a Maryland limited liability company (the “Successor”), as successor to New Plan Excel Realty Trust, Inc., a Maryland corporation (the “Company”), and U.S. Bank Trust National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUCCESSOR SUPPLEMENTAL INDENTURE (to Indenture dated as of February 3, 1999)Supplemental Indenture • August 9th, 2007 • Centro NP LLC • Real estate investment trusts • New York
SUCCESSOR SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 20, 2007, by and among Super IntermediateCo LLC, a Maryland limited liability company (the “Successor”), as successor to New Plan Excel Realty Trust, Inc., a Maryland corporation (the “Company”), New Plan Realty Trust, LLC, a Delaware limited liability company (as successor to New Plan Realty Trust, a Massachusetts business trust (“NPRT”)), as guarantor (the “Guarantor”), and U.S. Bank Trust National Association (as successor to State Street Bank and Trust Company), as trustee under the Indenture referred to below (the “Trustee”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CENTRO NP LLCLimited Liability Company Agreement • August 9th, 2007 • Centro NP LLC • Real estate investment trusts • Maryland
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto (print or typewrite name of transferee), (insert Social Security or other taxpayer identification number of transferee), the following specified percentage of limited liability company interests in the Company: (identify the percentage interest being transferred) effective as of the date specified in the Application for Transfer of Interests below, and irrevocably constitutes and appoints and its authorized officers, as attorney-in-fact, to transfer the same on the books and records of the Company, with full power of substitution in the premises.
REVOLVING CREDIT AGREEMENT BY AND AMONG SUPER INTERMEDIATECO LLC, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT, AND BANC OF AMERICA SECURITIES LLC, AS LEAD ARRANGER BANC OF AMERICA SECURITIES LLC, AS SOLE BOOK MANAGER,...Credit Agreement • August 9th, 2007 • Centro NP LLC • Real estate investment trusts • New York
REVOLVING CREDIT AGREEMENT, dated as of April 20, 2007, by and among SUPER INTERMEDIATECO LLC, a Maryland limited liability company (the “Borrower”), each lender party hereto or which becomes a “Lender” pursuant to the provisions of Section 11.7 (each a “Lender” and, collectively, the “Lenders”), and BANK OF AMERICA, N.A. (“Bank of America”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • August 9th, 2007 • Centro NP LLC • Real estate investment trusts • New York
THIS FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT dated as of June 14, 2007 (the “First Amendment”), is by and among CENTRO NP LLC, a Delaware limited liability company (formerly known as Super IntermediateCo LLC), (the “Borrower”) BANK OF AMERICA, N.A., as Administrative Agent for the Lenders under the Revolving Credit Agreement referenced below (in such capacity, the “Administrative Agent”) and the Lenders to such Revolving Credit Agreement, and is an amendment to that certain Revolving Credit Agreement dated as of April 20, 2007 by and among the Borrower, the Lenders and the Administrative Agent (the “Revolving Credit Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Revolving Credit Agreement.
SUCCESSOR SUPPLEMENTAL INDENTURE (to Indenture dated as of March 29, 1995)Supplemental Indenture • August 9th, 2007 • Centro NP LLC • Real estate investment trusts • New York
SUCCESSOR SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 20, 2007, by and among Super IntermediateCo LLC, a Maryland limited liability company (the “Successor”), as successor to New Plan Excel Realty Trust, Inc., a Maryland corporation (the “Company”) (as successor to New Plan Realty Trust, a Massachusetts business trust (“NPRT”)), and U.S. Bank Trust National Association (as successor to State Street Bank and Trust Company, as successor to The First National Bank of Boston), as trustee under the Indenture referred to below (the “Trustee”).
GUARANTYCentro NP LLC • August 9th, 2007 • Real estate investment trusts
GUARANTY (as the same may be amended, supplemented or otherwise modified from time to time, this “Guaranty”), dated as of April 20, 2007, by and among each of the Subsidiaries listed on Schedule I hereto (collectively, the “Subsidiary Guarantors”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) on behalf of the Lenders under and as defined in the Loan Agreement (hereinafter defined).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • August 9th, 2007 • Centro NP LLC • Real estate investment trusts • Maryland
This Plan of Liquidation (this “Plan”) of New Plan Excel Realty Trust, Inc., a Maryland corporation (the “Corporation”), is intended to accomplish the complete liquidation and dissolution of the Corporation in accordance with the requirements of the Maryland General Corporation Law (the “MGCL”) and Section 2.12 of the Agreement and Plan of Merger, dated as of February 27, 2007 (the “Merger Agreement”), by and among the Corporation, Excel Realty Partners, L.P., a Delaware limited partnership, Super IntermediateCo LLC, a Maryland limited liability company (“Parent”), Super MergerSub Inc., a Maryland corporation and wholly owned subsidiary of Parent, and Super DownREIT MergerSub LLC, a Delaware limited liability company and wholly owned subsidiary of Parent, and provides as follows:
