CREDIT AGREEMENT Dated as of June 27, 2017 amongCredit Agreement • July 3rd, 2017 • Safety, Income & Growth, Inc. • Lessors of real property, nec • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of June 27, 2017, among SAFETY, INCOME AND GROWTH, INC., a Maryland corporation (the “Borrower”), SAFETY INCOME AND GROWTH OPERATING PARTNERSHIP LP, a Delaware limited partnership (the “Operating Partnership”), SIGOP GEN PAR LLC (“SIGOP”) and certain subsidiaries of the Operating Partnership from time to time party hereto, as Guarantors, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, and BANK OF AMERICA, N.A., JPMORGAN CHASE BANK, N.A. and BARCLAYS BANK PLC, as L/C Issuers.
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SAFETY INCOME AND GROWTH OPERATING PARTNERSHIP LP A DELAWARE LIMITED PARTNERSHIPLimited Partnership Agreement • July 3rd, 2017 • Safety, Income & Growth, Inc. • Lessors of real property, nec • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SAFETY INCOME AND GROWTH OPERATING PARTNERSHIP, LP, dated as of June 27, 2017 is entered into by and among SIGOP Gen Par LLC, a Delaware limited liability company (the “General Partner”), SAFETY, INCOME AND GROWTH, INC., a Maryland corporation (“SFTY”), and the Additional Limited Partners (defined below).
SAFETY, INCOME AND GROWTH, INC. (a Maryland corporation) 10,250,000 Shares of Common Stock, $0.01 par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • July 3rd, 2017 • Safety, Income & Growth, Inc. • Lessors of real property, nec • New York
MANAGEMENT AGREEMENTManagement Agreement • July 3rd, 2017 • Safety, Income & Growth, Inc. • Lessors of real property, nec • New York
THIS MANAGEMENT AGREEMENT is made as of June 27, 2017, by and among SAFETY, INCOME AND GROWTH, INC., a Maryland corporation (the “Company”), SAFETY INCOME AND GROWTH OPERATING PARTNERSHIP LP, a Delaware limited partnership (the “Operating Partnership”), SFTY MANAGER LLC, a Delaware limited liability company (together with its permitted assignees, the “Manager”) and iStar Inc., a Maryland corporation (“iStar”), solely with respect to its rights under Section 14(a) and Section 21.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 3rd, 2017 • Safety, Income & Growth, Inc. • Lessors of real property, nec • New York
This REGISTRATION RIGHTS AGREEMENT (as the same may be amended, modified or supplemented from time to time, this “Agreement”), dated as of June 27, 2017, is made and entered into by and among SAFETY, INCOME AND GROWTH, INC., a Maryland corporation (the “Company”), and ISTAR INC., a Maryland corporation (together with any of its subsidiaries that owns Registrable Shares from time to time, the “Holder”).
EXCLUSIVITY AND EXPENSE REIMBURSEMENT AGREEMENTExclusivity and Expense Reimbursement Agreement • July 3rd, 2017 • Safety, Income & Growth, Inc. • Lessors of real property, nec • New York
This EXCLUSIVITY AND EXPENSE REIMBURSEMENT AGREEMENT (this “Agreement”) is entered into as of June 27, 2017 by and between iStar Inc., a Maryland corporation (“iStar”), and Safety, Income and Growth, Inc., a Maryland corporation (“Safety”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in this agreement.
ASSIGNMENT, ASSUMPTION AND MEMBERSHIP INTEREST TRANSFER AGREEMENTAssignment, Assumption and Membership Interest Transfer Agreement • July 3rd, 2017 • Safety, Income & Growth, Inc. • Lessors of real property, nec
This Assignment, Assumption and Membership Interest Transfer Agreement (this “Agreement”), dated as of June 27, 2017 (the “Effective Date”), is entered into by and between iSTAR REO HOLDINGS TRS LLC, Delaware limited liability company (“Seller”), and SAFETY INCOME AND GROWTH OPERATING PARTNERSHIP LP, a Delaware limited partnership (“Purchaser”). Seller and Purchaser are sometimes collectively referred to herein individually as a “Party” and collectively as the “Parties.”
INITIAL PORTFOLIO AGREEMENT AMONG iSTAR INC., SAFETY, INCOME AND GROWTH, INC. AND SAFETY INCOME AND GROWTH OPERATING PARTNERSHIP LP DATED: June 27, 2017Initial Portfolio Agreement • July 3rd, 2017 • Safety, Income & Growth, Inc. • Lessors of real property, nec
This Initial Portfolio Agreement (this “Agreement”) is made and entered into by and among iStar, Safety and the Operating Partnership.
PURCHASE OPTION AGREEMENTPurchase Option Agreement • July 3rd, 2017 • Safety, Income & Growth, Inc. • Lessors of real property, nec • New York
THIS PURCHASE OPTION AGREEMENT is dated as of June 27, 2017 by and between iStar Inc., having an address at 1114 Avenue of the Americas, 39th Floor, New York, NY 10036 (“Optionor”) and Safety Income and Growth Operating Partnership LP, a Delaware limited partnership, having an address at c/o SFTY Manager LLC, 1114 Avenue of the Americas, 39th Floor, New York, NY 10036 (“Optionee”).
