REGISTRATION RIGHTS AGREEMENT Dated as of April 1, 2004 Among HERITAGE PROPERTY INVESTMENT TRUST, INC. AND THE GUARANTORS NAMED HEREIN and BANC OF AMERICA SECURITIES LLC and DEUTSCHE BANK SECURITIES INC. 5.125% Notes due 2014Registration Rights Agreement • June 8th, 2004 • Heritage Property Investment Limited Partnership • Real estate investment trusts • New York
This Agreement is entered into in connection with the Purchase Agreement by and among the Company and the Initial Purchasers, dated as of March 29, 2004 (the “Purchase Agreement”), which provides for, among other things, the sale by the Company to the Initial Purchasers of $200,000,000 aggregate principal amount of the Company’s 5.125% Notes due 2014 (the “Notes”), guaranteed by the Guarantors (the “Guarantees”). The Notes and the Guarantees are collectively referenced herein as the “Securities”. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Issuers have agreed to provide the registration rights set forth in this Agreement for the benefit of the Initial Purchasers and any subsequent holder or holders of the Securities. The execution and delivery of this Agreement is a condition to the Initial Purchasers’ obligation to purchase the Securities under the Purchase Agreement.
FORM OF SUPPLEMENTAL INDENTURE NO. 4Heritage Property Investment Limited Partnership • June 8th, 2004 • Real estate investment trusts • New York
FORM OF SUPPLEMENTAL INDENTURE NO. 4 (this “Supplemental Indenture”), dated as of April 1, 2004, among Heritage Property Investment Trust, Inc., a Maryland corporation (the “Company”), Heritage Property Investment Limited Partnership, a Delaware limited partnership and a subsidiary of the Company (“Heritage OP” and together with the Company, the “Guarantors”), Bradley Operating Limited Partnership, a Delaware limited partnership and a subsidiary of the Company (the “Partnership”), and LaSalle Bank National Association, as trustee under the indenture referred to below (the “Trustee”).
