AGREEMENT OF LIMITED PARTNERSHIP OF SPIRIT REALTY, L.P. a Delaware limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE...Limited Partnership Agreement • September 28th, 2012 • Spirit Realty Capital, Inc. • Real estate investment trusts • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP OF SPIRIT REALTY, L.P., dated as of September 25, 2012, is made and entered into by and among Spirit General OP Holdings, LLC, a Delaware limited liability company, as the General Partner, Spirit Realty Capital, Inc., a Maryland corporation, as the Special Limited Partner, and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto. This Agreement shall be effective at the Effective Time.
U.S. $100,000,000 CREDIT AGREEMENT dated as of September 25, 2012 among SPIRIT REALTY, L.P., as the Borrower, VARIOUS FINANCIAL INSTITUTIONS, as the Lenders, and DEUTSCHE BANK AG NEW YORK BRANCH, as the Administrative Agent DEUTSCHE BANK SECURITIES...Credit Agreement • September 28th, 2012 • Spirit Realty Capital, Inc. • Real estate investment trusts
THIS CREDIT AGREEMENT, dated as of September 25, 2012, is between SPIRIT REALTY, L.P., a Delaware limited partnership (the “Borrower”), DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as the administrative agent (in such capacity, the “Administrative Agent”) and the various financial institutions as are or may become parties hereto (together with DBNY, collectively the “Lenders” and individually, a “Lender”).
CONSENT AND ACKNOWLEDGMENT AND EIGHTH AMENDMENT TO LOAN AGREEMENT (WBCMT 2007-C33, Loan No. 069000011) (84 Lumber)Loan Agreement • September 28th, 2012 • Spirit Realty Capital, Inc. • Real estate investment trusts • New York
THIS CONSENT AND ACKNOWLEDGMENT AGREEMENT AND EIGHTH AMENDMENT TO LOAN AGREEMENT (this “Agreement”) is entered into as of this 25th day of September, 2012 (the “Effective Date” or the “Offering Date”), by and among U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE FOR THE REGISTERED HOLDERS OF WACHOVIA BANK COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2007-C33, having an address at c/o Wells Fargo Bank, N.A., Wells Fargo Commercial Mortgage Servicing, MAC D 1086-120, 550 S. Tryon Street, 14th Floor, Charlotte, NC 28202, Re: WBCMT 2007-C33, Loan No. 069000011 (“Lender”), SPIRIT SPE PORTFOLIO 2007-2, LLC, a Delaware limited liability company (“Borrower”), SPIRIT REALTY CAPITAL, INC. (f/k/a Spirit Finance Corporation), a Maryland corporation (“Existing Guarantor”), and SPIRIT REALTY, L.P., a Delaware limited partnership (“New Guarantor” and, together with Existing Guarantor, individually or collectively, as the context may require, “Guarantor”), each having an
CONSENT TO TRANSACTIONConsent to Transaction • September 28th, 2012 • Spirit Realty Capital, Inc. • Real estate investment trusts
This Consent to Transaction (this “Agreement”) is entered into as of September 25, 2012, by and among SPIRIT SPE PORTFOLIO 2006-1, LLC and SPIRIT SPE PORTFOLIO 2006-2, LLC, each a Delaware limited liability company (collectively, “Borrower”), SPIRIT REALTY CAPITAL, INC.,a Maryland corporation (f/k/a Spirit Finance Corporation) (“Existing Guarantor”), SPIRIT REALTY, L.P., a Delaware limited partnership (“New Guarantor” and New Guarantor and Existing Guarantor are sometimes hereinafter referred to as “Guarantor”) and U.S. BANK NATIONAL ASSOCIATION, as trustee, successor–in-interest to Bank of America, N.A., as trustee, successor by merger to LaSalle Bank National Association, as trustee, under that certain Pooling and Servicing Agreement dated as of June 1, 2006 (the “Citigroup 2006-C4 PSA”), for the Registered Holders of Citigroup Commercial Mortgage Trust 2006-C4 Commercial Mortgage Pass-Through Certificates, Series 2006-C4 (“Noteholder Citigroup 2006-C4”), U.S. BANK NATIONAL ASSOCIATI
REGISTRATION RIGHTS AGREEMENT September 25, 2012Registration Rights Agreement • September 28th, 2012 • Spirit Realty Capital, Inc. • Real estate investment trusts • New York
This REGISTRATION RIGHTS AGREEMENT (as amended or supplemented from time to time, this “Agreement”) is entered into as of September 25, 2012.
GUARANTYGuaranty • September 28th, 2012 • Spirit Realty Capital, Inc. • Real estate investment trusts • New York
THIS GUARANTY, dated as of September 25, 2012 (as amended, modified, or supplemented from time to time, this “Guaranty”), is made by the undersigned (each a, “Guarantor” and together with any other entity that becomes a party hereto pursuant to Section 23 hereof, collectively, the “Guarantors”) to and for the benefit of the “Credit Parties” (as defined herein). Except as otherwise defined herein, terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
OMNIBUS MODIFICATION AGREEMENTOmnibus Modification Agreement • September 28th, 2012 • Spirit Realty Capital, Inc. • Real estate investment trusts • New York
THIS OMNIBUS MODIFICATION AGREEMENT (this “Agreement”) is made effective as of this 25th day of September, 2012 (the “Effective Date”), by and among Spirit Master Funding, LLC, a Delaware limited liability company (“SMF”), Spirit Master Funding II, LLC, a Delaware limited liability company (“SMF II”) and Spirit Master Funding III, LLC, a Delaware limited liability company (“SMF III”; and collectively with SMF and SMF II, the “Issuers”), Spirit Realty Capital, Inc., a Maryland corporation (formerly known as Spirit Finance Corporation) (“Spirit”), Spirit Realty, L.P., a Delaware limited partnership (as successor by conversion to Spirit Finance Acquisitions, LLC, a Delaware limited liability company) (“Spirit LP”), Midland Loan Services, a Division of PNC Bank, National Association (“Midland”), Ambac Assurance Corporation, a Wisconsin-domiciled stock insurance corporation (the “Insurer”), Citibank, N.A., a national banking association (the “Indenture Trustee”), Spirit Property Holdings, L
