0001144204-06-054542 Sample Contracts

GUARANTY
Guaranty • December 27th, 2006 • Lightstone Value Plus Real Estate Investment Trust, Inc. • Real estate investment trusts • Nebraska

THIS GUARANTY (“Guaranty”) is executed as of December 20, 2006, by LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST, INC., a Maryland corporation (“Guarantor”) for the benefit of WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, and its successors and assigns (“Lender”).

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CONSENT AND AGREEMENT
Consent and Agreement • December 27th, 2006 • Lightstone Value Plus Real Estate Investment Trust, Inc. • Real estate investment trusts • Nebraska

The undersigned (“Manager”) acknowledges an assignment of documents contained in that certain Deed of Trust, Assignment of Leases, Security Agreement and Fixture Filing (the “Security Instrument”) to be executed and delivered by LVP OAKVIEW STRIP CENTER LLC, a Delaware limited liability company ("Borrower"), having its chief executive offices c/o The Lightstone Group, 326 Third Street, Lakewood, New Jersey 08701 to the trustee named therein for the benefit of WACHOVIA BANK, NATIONAL ASSOCIATION (“Lender”), in connection with that certain loan (the “Loan”) of TWENTY-SEVEN MILLION FIVE HUNDRED THOUSAND AND 00/100 DOLLARS ($27,500,000.00) being made by Lender to Borrower to finance certain real property and improvements more particularly described in the Security Instrument, said real property and improvements being hereinafter referred to as the “Property.” Manager has agreed to perform or supply certain services in connection with the management of the Property pursuant to a certain pro

PROMISSORY NOTE
Promissory Note • December 27th, 2006 • Lightstone Value Plus Real Estate Investment Trust, Inc. • Real estate investment trusts • Nebraska

FOR VALUE RECEIVED, the undersigned, LVP OAKVIEW STRIP CENTER LLC, a Delaware limited liability company (Borrower”), having an address c/o The Lightstone Group, 326 Third Street, Lakewood, New Jersey 08701, jointly and severally promises to pay to the order of WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (together with its successors and assigns, “Lender”), at the office of Lender at Commercial Real Estate Services, 8739 Research Drive URP - 4, NC 1075, Charlotte, North Carolina 28262, or at such other place as Lender may designate to Borrower in writing from time to time, the principal sum of TWENTY-SEVEN MILLION FIVE HUNDRED THOUSAND AND 00/100 DOLLARS ($27,500,000.00), together with interest on so much thereof as is from time to time outstanding and unpaid, from the date of the advance of the principal evidenced hereby, at the rate of five and forty-nine hundredths percent (5.49%) (the “Note Rate”), together with all other amounts due hereunder or under the ot

DEED OF TRUST, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND FIXTURE FILING
Deed Of • December 27th, 2006 • Lightstone Value Plus Real Estate Investment Trust, Inc. • Real estate investment trusts • Nebraska

THIS DEED OF TRUST, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND FIXTURE FILING (this “Security Instrument”) dated as of December 20, 2006, by LVP OAKVIEW STRIP CENTER LLC, a Delaware limited liability company, as trustor (hereinafter, “Borrower”), having its chief executive offices c/o The Lightstone Group, 326 Third Street, Lakewood, New Jersey 08701, ”), to Robert M. Gonderinger, a member of the Nebraska State Bar Association, as Trustee (“Trustee”), whose address is 2120 South 72nd Street, Suite 1200, Omaha, Nebraska 68124, for the benefit of WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as beneficiary (“Lender”), whose address is Commercial Real Estate Services, 8739 Research Drive URP - 4, NC 1075, Charlotte, North Carolina 28262.

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