PURCHASE AGREEMENTPurchase Agreement • March 4th, 2005 • Catellus Development Corp • Real estate investment trusts • California
THIS AGREEMENT (this “Agreement”) is made and entered into as of the 22nd day of November, 2004, by and among CATELLUS LAND AND DEVELOPMENT CORPORATION, a Delaware corporation (“CLDC”), CATELLUS OPERATING LIMITED PARTNERSHIP, a Delaware limited partnership (“COLP”), CATELLUS RESIDENTIAL GROUP, INC., a California corporation (“CRG”), CATELLUS FINANCE COMPANY, LLC, a Delaware limited liability company (“CFC”), and MISSION BAY S26(a), LLC, a Delaware limited liability company (“MB-S26(a)”), as parties of the first part (individually, a “Seller”, and collectively, the “Sellers”), and FOCIL HOLDINGS, LLC, a Delaware limited liability company (“FOCIL Holdings” and together with any permitted designee pursuant to Section 10.13, “Buyer”). Reference to the “Applicable Seller” or “Applicable Sellers” with respect to a particular Project Asset shall mean the Seller or Sellers that own such Project Asset.
CATELLUS DEVELOPMENT CORPORATION RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 4th, 2005 • Catellus Development Corp • Real estate investment trusts
This Restricted Stock Award Agreement (this “Agreement”) is entered into as of the Award Date set forth above by and between the employee named above (the “Participant”) and Catellus Development Corporation (“Catellus”) under the Catellus Development Corporation 2003 Performance Award Plan (such plan, as amended from time to time, shall be referred to herein as the “2003 Plan”).
LOAN AGREEMENT Alameda (Bayport)Loan Agreement • March 4th, 2005 • Catellus Development Corp • Real estate investment trusts • California
THIS LOAN AGREEMENT (this “Agreement”) is made as of November 22, 2004, by and between FOCIL-BP, LLC, a Delaware limited liability company (“Borrower”), and CATELLUS FINANCE COMPANY, LLC, a Delaware limited liability company (“Lender”), with respect to the following:
DEVELOPMENT AGREEMENTDevelopment Agreement • March 4th, 2005 • Catellus Development Corp • Real estate investment trusts • California
THIS DEVELOPMENT AGREEMENT (“Agreement”) is made as of the 22nd day of November, 2004, by and among FOCIL HOLDINGS, LLC, a Delaware limited liability company (“FOCIL Holdings”), FOCIL-MB, LLC, a Delaware limited liability company (“FOCIL-MB”), FOCIL-BP, LLC, a Delaware limited liability company (“FOCIL-BP”), FOCIL-WB, LLC, a Delaware limited liability company, and FOCIL-SFD, LLC, a Delaware limited liability company (individually, an “Owner”, and collectively, “Owner” or “Owners” as the context may dictate), and CATELLUS URBAN CONSTRUCTION, INC., a Delaware corporation (“CUCI”), and CATELLUS COMMERCIAL DEVELOPMENT CORPORATION, a Delaware corporation (“CCDC”) (CUCI and CCDC are referred to herein, collectively, as “Development Manager”).
CATELLUS DEVELOPMENT CORPORATION LONG-TERM INCENTIVE PLAN PERFORMANCE UNIT AWARD AGREEMENTPerformance Unit Award Agreement • March 4th, 2005 • Catellus Development Corp • Real estate investment trusts • California
This Performance Unit Award Agreement (this “Agreement”) is entered into as of the first day of the Performance Period set forth above by and between the executive named above (the “Participant”) and Catellus Development Corporation (“Catellus”) under the Catellus Development Corporation 2003 Performance Award Plan (the “2003 Plan”) and the terms and conditions for a long-term incentive plan originally approved by the Catellus Compensation and Benefits Committee on March 26, 2004 (the “LTIP”).
AMENDMENT NUMBER 2 TO THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 4th, 2005 • Catellus Development Corp • Real estate investment trusts
THIS AMENDMENT NUMBER 2 TO THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into effective as of December 1, 2004, by and among Nelson C. Rising (the “Executive”) and Catellus Development Corporation, a Delaware corporation (“Catellus”), Catellus Operating Limited Partnership, a Delaware limited partnership (“Operating Partnership”), and Catellus Commercial Development Corporation, a Delaware corporation (“CCDC”);
LOAN AGREEMENT (CF Capital Loan)Loan Agreement • March 4th, 2005 • Catellus Development Corp • Real estate investment trusts • California
THIS LOAN AGREEMENT (this “Agreement”) is made as of November 22, 2004, by and among FOCIL-MB, LLC, a Delaware limited liability company (“Mission Bay Borrower”), FOCIL-WB, LLC, a Delaware limited liability company (“West Bluffs Borrower”), FOCIL-SFD, LLC, a Delaware limited liability company (“Santa Fe Depot Borrower”) (individually, a “Borrower” and collectively, “Borrowers”), and CF CAPITAL LLC, a Delaware limited liability company (“Lender”), with respect to the following:
FIRST AMENDMENT TO RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • March 4th, 2005 • Catellus Development Corp • Real estate investment trusts
WHEREAS, (the “Participant”) and Catellus Development Corporation (“Catellus”) have entered into that certain Restricted Stock Unit Award Agreement dated as of March 3, 2005 (the “Agreement”);
