PLEDGE AND SECURITY AGREEMENT (TNP Strategic Retail Operating Partnership, LP)Pledge and Security Agreement • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts
This PLEDGE AND SECURITY AGREEMENT (this “Agreement”) is made and entered into as of December 17, 2010 by and between TNP STRATEGIC RETAIL OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“OP”) and TNP SRT NORTHGATE PLAZA TUCSON HOLDINGS, LLC, a Delaware limited liability company, each having an address of 1900 Main Street, Suite 700, Irvine, California 92614 (individually and collectively “Grantor”), and KEYBANK NATIONAL ASSOCIATION, a national banking association having a principal place of business at 225 Franklin Street, 18th Floor, Boston, Massachusetts 02110, as agent (in such capacity, “Agent”) for itself and any other lenders who become Lenders under the Credit Agreement (as hereinafter defined) collectively referred to as “Lenders” and each individually referred to as a “Lender”).
ENVIRONMENTAL AND HAZARDOUS SUBSTANCES INDEMNITY AGREEMENT Project Commonly Known AsSubstances Indemnity Agreement • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts • California
This Environmental and Hazardous Substances Indemnity Agreement (this “Indemnity Agreement”) is executed and delivered as of the 17th day of December, 2010, by TNP SRT MORENO MARKETPLACE, LLC, a Delaware limited liability company having an address of 1900 Main Street, Suite 700, Irvine, California 92614 (“Property Borrower”), TNP SRT SECURED HOLDINGS, LLC, a Delaware limited liability company having an address at 1900 Main Street, Suite 700, Irvine, California 92614 (“Secured Holdings”), TNP STRATEGIC RETAIL OPERATING PARTNERSHIP, LP, a Delaware limited partnership having an address at 1900 Main Street, Suite 700, Irvine, California 92614 (“OP”), TNP SRT SAN JACINTO, LLC, a Delaware limited liability company (“San Jacinto”), and TNP STRATEGIC RETAIL TRUST, INC., a Maryland corporation having an address at 1900 Main Street, Suite 700, Irvine, California 92614 (“REIT”) (collectively, Property Borrower, Secured Holdings, OP, San Jacinto and the REIT are referred to herein as, the “Indemni
SUBORDINATION AGREEMENTSubordination Agreement • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts
Each of the undersigned (each a “Creditor”, and collectively, “Creditors”), is a creditor of TNP SRT Secured Holdings, LLC, TNP SRT Moreno Marketplace, LLC or TNP SRT San Jacinto, LLC, each a Delaware limited liability company (collectively, “Borrower”) and one or more Creditors is or may become a creditor of one or more Creditors and desires that KeyBank National Association and other lenders (hereinafter collectively referred to as “Lenders”) extend financial accommodations to Borrower as Borrower may request and as Agent and Lenders may deem proper, as more particularly described in that certain Revolving Credit Agreement of even date herewith among the Borrower, certain affiliates of Borrower, KeyBank National Association, as agent for Lenders (“Agent”) and Lenders (as amended, restated and/or modified from time to time, the “Credit Agreement”). At the present time, Borrower is indebted to Creditors pursuant to the agreements described on Exhibit A attached hereto (as may be amende
CASH COLLATERAL PLEDGE AND SECURITY AGREEMENTCash Collateral Pledge and Security Agreement • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts • Massachusetts
This CASH COLLATERAL PLEDGE AND SECURITY AGREEMENT dated as of December 17, 2010 (this “Agreement”) is executed by and between TNP SRT SECURED HOLDINGS, LLC, a Delaware limited liability company (the “Borrower”) and KEYBANK NATIONAL ASSOCIATION, a national banking association in its capacity as Agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Agent”).
REIMBURSEMENT AGREEMENTReimbursement Agreement • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts • Delaware
THIS REIMBURSEMENT AGREEMENT dated as of December 17, 2010 (this “Agreement”) by and among TNP SRT SECURED HOLDINGS, LLC a Delaware limited liability company, TNP SRT SAN JACINTO, LLC, a Delaware limited liability company, and TNP SRT MORENO MARKETPLACE, LLC, a Delaware limited liability company (collectively, the “Borrower”) and ANTHONY W. THOMPSON, an individual (the “Guarantor”).
REVOLVING CREDIT AGREEMENT dated as of December 17, 2010 among TNP SRT SECURED HOLDINGS, LLC AND CERTAIN OTHER ENTITIES AS PROVIDED HEREIN, collectively as Borrower and The Lenders Party Hereto and KEYBANK NATIONAL ASSOCIATION, as Agent KEYBANC...Revolving Credit Agreement • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts • Massachusetts
THIS REVOLVING CREDIT AGREEMENT (“Agreement”) is made and entered into as of December 17, 2010, by and among TNP SRT SECURED HOLDINGS, LLC, a Delaware limited liability company, having an address at 1900 Main Street, Suite 700, Irvine, California 92614 and certain affiliated entities as set forth herein (individually and collectively as Borrower, “Borrower”), the institutions from time to time who are parties hereto as “Lenders” (whether by execution of this Agreement or through an Assignment and Acceptance Agreement), and KEYBANK NATIONAL ASSOCIATION, a national banking association having an address at 225 Franklin Street, 18th Floor, Boston, Massachusetts 02110 (“KeyBank”) as Agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Agent”), and KEYBANC CAPITAL MARKETS, INC., an Ohio corporation as Lead Bookrunner and Lead Arranger.
REIMBURSEMENT AND FEE AGREEMENTReimbursement and Fee Agreement • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts • Delaware
THIS REIMBURSEMENT AND FEE AGREEMENT dated as of December 17, 2010 (this “Agreement”) by and among TNP SRT SECURED HOLDINGS, LLC a Delaware limited liability company, TNP SRT SAN JACINTO, LLC, a Delaware limited liability company, and TNP SRT MORENO MARKETPLACE, LLC, a Delaware limited liability company (collectively, the “Borrower”) and THOMPSON NATIONAL PROPERTIES, LLC, a Delaware limited liability company (the “Guarantor”).
REVOLVING CREDIT NOTETNP Strategic Retail Trust, Inc. • December 21st, 2010 • Real estate investment trusts • Delaware
Maker also promises to pay interest on the unpaid principal amount of this Note (this “Note”) at the rates and at the times which shall be determined in accordance with the provisions of that certain Credit Agreement dated as of December 17, 2010, among Maker, certain Affiliates of Maker, the Lenders named therein, and KeyBank National Association, as Agent for itself and the Lenders (as hereafter amended, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein without definition shall have the meanings set forth in the Credit Agreement.
DEED OF TRUST, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FIXTURE FILING Project Commonly Known As made by TNP SRT MORENO MARKETPLACE, LLC, as Grantor to FIRST AMERICAN TITLE INSURANCE COMPANY, solely as Trustee for the benefit of KEYBANK NATIONAL...Apn • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts • California
This instrument is to be filed and indexed in the real estate records and is also to be indexed in the Index of Financing Statements of Riverside County, California under the name of TNP SRT MORENO MARKETPLACE, LLC, as “debtor,” and KeyBank National Association, as Agent, as “secured party.” Grantor’s (as defined herein) organizational number in Delaware is 4850435. Information concerning the security interest may be obtained from Beneficiary at the following address: 225 Franklin Street, 18th Floor, Boston Massachusetts 02110.
GUARANTY AGREEMENTGuaranty Agreement • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts • California
This GUARANTY AGREEMENT (this “Guaranty”) is given as of December 17, 2010, by TNP STRATEGIC RETAIL OPERATING PARTNERSHIP, LP, a Delaware limited partnership (the “OP”), TNP STRATEGIC RETAIL TRUST, INC., a Maryland corporation having an address of 1900 Main Street, Suite 700, Irvine, California 92614 (the “REIT”, and together with the OP, the “REIT Guarantors”), THOMPSON NATIONAL PROPERTIES, LLC, a Delaware limited liability company having an address of 1900 Main Street, Suite 700, Irvine, California 92614 (“TNP”), AWT FAMILY LIMITED PARTNERSHIP, a California limited partnership, having an address of 1900 Main Street, Suite 700, Irvine, California 92614 (“AWT”), and ANTHONY W. THOMPSON, an individual having an address of 1900 Main Street, Suite 700, Irvine, California 92614 (“Thompson”, and together with AWT and TNP, the “Non-REIT Guarantors”, and together with the OP, the REIT, AWT and TNP, the “Guarantors”, and individually, a “Guarantor”) pursuant to the terms and conditions of that
REIMBURSEMENT AND FEE AGREEMENTReimbursement and Fee Agreement • December 21st, 2010 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts • Delaware
THIS REIMBURSEMENT AND FEE AGREEMENT dated as of December 17, 2010 (this “Agreement”) by and among TNP SRT SECURED HOLDINGS, LLC a Delaware limited liability company, TNP SRT SAN JACINTO, LLC, a Delaware limited liability company, and TNP SRT MORENO MARKETPLACE, LLC, a Delaware limited liability company (collectively, the “Borrower”) and AWT FAMILY LIMITED PARTNERSHIP, a California limited partnership (the “Guarantor”).
