SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEW YORK RECOVERY OPERATING PARTNERSHIP, L.P.Limited Partnership Agreement • July 26th, 2011 • American Realty Capital New York Recovery Reit Inc • Real estate investment trusts • Delaware
THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEW YORK RECOVERY OPERATING PARTNERSHIP, L.P. dated as of September 2, 2010, is entered into among AMERICAN REALTY CAPITAL NEW YORK RECOVERY REIT, INC., a Maryland corporation, as General Partner, NEW YORK RECOVERY SPECIAL LIMITED PARTNERSHIP, LLC, as Special Limited Partner, and NEW YORK RECOVERY ADVISORS, LLC, a Delaware limited liability company, as the Initial Limited Partner, and the Limited Partners party hereto from time to time.
AMERICAN REALTY CAPITAL NEW YORK RECOVERY REIT, INC. UP TO 175,000,000 SHARES OF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENT As of September 2, 2010Exclusive Dealer Manager Agreement • July 26th, 2011 • American Realty Capital New York Recovery Reit Inc • Real estate investment trusts • New York
American Realty Capital New York Recovery REIT, Inc. (the “Company”) is a Maryland real estate investment trust that intends to qualify to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes beginning with the taxable year ending December 31, 2010, or the first year during which the Company begins material operations. The Company proposes to offer (a) up to 150,000,000 shares of common stock, $.01 par value per share (the “Shares”), for a purchase price of $10.00 per Share, in the primary offering (the “Primary Offering”), and (b) up to 25,000,000 Shares for a purchase price of $9.50 per Share for issuance through the Company’s distribution reinvestment plan (the “DRP” and together with the Primary Offering, the “Offering”) (subject to the right of the Company to reallocate such Shares between the Primary Offering and the DRP), all upon the other terms and subject to the conditions set forth in the Prospectus (as defined in Section 1(a)).
SECOND AMENDED AND RESTATED ADVISORY AGREEMENTAdvisory Agreement • July 26th, 2011 • American Realty Capital New York Recovery Reit Inc • Real estate investment trusts • New York
THIS SECOND AMENDED AND RESTATED ADVISORY AGREEMENT (this “Agreement”) dated as of September 2, 2010, is entered into among American Realty Capital New York Recovery REIT, Inc., a Maryland corporation (the “Company”), New York Recovery Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), and New York Recovery Advisors, LLC, a Delaware limited liability company.
AMENDED AND RESTATED MANAGEMENT AGREEMENTManagement Agreement • July 26th, 2011 • American Realty Capital New York Recovery Reit Inc • Real estate investment trusts • New York
This Amended and Restated Management Agreement is made and entered into as of the 2nd day of September, 2010 (this “Management Agreement”), by and among AMERICAN REALTY CAPITAL NEW YORK RECOVERY REIT, INC., a Maryland corporation (the “Company”), NEW YORK RECOVERY OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “OP”), and NEW YORK RECOVERY PROPERTIES, LLC, a Delaware limited liability company (the “Manager”).
SURRENDER AND CANCELLATION OF LEASESurrender and Cancellation of Lease • July 26th, 2011 • American Realty Capital New York Recovery Reit Inc • Real estate investment trusts
SURRENDER and CANCELLATION OF LEASE (this “Surrender”), dated as of June 17, 2011, by and between ARC NYE61ST0001, LLC (“Landlord”), having an address c/o American Realty Capital, 405 Park Avenue, New York, New York 10022, and AP ANTIQUES CORP. (“Tenant”), having an address c/o Seyfarth Shaw LLP, 620 Eighth Avenue, New York, New York 10018, Attention: Barry H. Mandel, Esq.
PURCHASE AGREEMENT FOR GARAGE UNIT MCP SO STRATEGIC, 56, L.P., Seller With AMERICAN REALTY CAPITAL III, LLC, Purchaser Centurion Condominium New York, New York 10019Purchase Agreement • July 26th, 2011 • American Realty Capital New York Recovery Reit Inc • Real estate investment trusts • New York
TABLE OF CONTENTS TO PURCHASE AGREEMENT 1. AGREEMENT TO PURCHASE 4 2. PAYMENT FOR UNIT 5 3. INSPECTION PERIOD; RECEIPT OF DOCUMENTS AND INCORPORATION OF PLAN 5 4. NO MORTGAGE CONTINGENCY 7 5. MONIES TO BE HELD IN TRUST 7 6. CONDOMINIUM DOCUMENTS 9 7. CLOSING OF TITLE 9 8. TITLE INSURANCE 11 9. SELLER‘S RIGHT TO MAKE CHANGES 12 10. INTENTIONALLY OMITTED 12 11. EXPENSES OF CLOSING AND CLOSING ADJUSTMENTS 12 12. PURCHASER‘S LIEN 13 13. PURCHASER‘S DEFAULT 13 14. INTENTIONALLY DELETED 14 15. NO SURVIVAL 14 16. RETURN OF DOWN PAYMENTS 14 17. ASSIGNMENT AND ASSUMPTION OF SPACE LEASE 14 18. THE UNIT 15 19. AGREEMENT SHALL NOT BE RECORDED 15 20. PRIORITY OF MORTGAGE LIEN 15 21. RISK OF LOSS 16 22. BROKER 16 23. AGREEMENT SUBJECT TO PLAN BECOMING EFFECTIVE 16 24. INTENTIONALLY DELETED 16 25. POWER OF ATTORNEY TO BOARD OF MANAGERS 16 26. FURTHER ACTS 17 27. NO ASSIGNMENT OF AGREEMENT 17 28. SUCCESSORS AND ASSIGNS 17 29. NO REPRESENTATIONS 17 30. COSTS OF ENFORCING AND DEFENDING AGREEMENT 18 31.
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED ADVISORY AGREEMENTAdvisory Agreement • July 26th, 2011 • American Realty Capital New York Recovery Reit Inc • Real estate investment trusts
This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED ADVISORY AGREEMENT is entered into as of June 23, 2011, among American Realty Capital New York Recovery REIT, Inc. (the “Company”), New York Recovery Operating Partnership, L.P. (the “OP”) and New York Recovery Advisors, LLC (the “Advisor”).
FOURTH AMENDED AND RESTATED SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • July 26th, 2011 • American Realty Capital New York Recovery Reit Inc • Real estate investment trusts • New York
THIS FOURTH AMENDED AND RESTATED SUBSCRIPTION ESCROW AGREEMENT dated as of September 1, 2010 (this “Agreement“), is entered into among Realty Capital Securities, LLC (the “Dealer Manager“), American Realty Capital New York Recovery REIT, Inc. (the “Company“) and Wells Fargo Bank, National Association, as escrow agent (the “Escrow Agent“).
SURRENDER AND CANCELLATION OF LEASESurrender and Cancellation of Lease • July 26th, 2011 • American Realty Capital New York Recovery Reit Inc • Real estate investment trusts
SURRENDER and CANCELLATION OF LEASE (this “Surrender”), dated as of June 17, 2011, by and between ARC NYE61ST0001, LLC (“Landlord”), having an address c/o American Realty Capital, 405 Park Avenue, New York, New York 10022, and AMY PERLIN ANTIQUES, INC. and WILTSHIRE-FAYE, LTD. (collectively, “Tenant”), having an address c/o Seyfarth Shaw LLP, 620 Eighth Avenue, New York, New York 10018, Attention: Barry H. Mandel, Esq.
