CREDIT AGREEMENT Dated as of December 18, 2013 among PHILLIPS EDISON GROCERY CENTER OPERATING PARTNERSHIP I, L.P. as the Borrower,Credit Agreement • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts • New York
This CREDIT AGREEMENT is entered into as of December 18, 2013 among PHILLIPS EDISON GROCERY CENTER OPERATING PARTNERSHIP I, L.P., a Delaware limited partnership (the “Borrower”), PHILLIPS EDISON GROCERY CENTER REIT I, INC. (or its successors as permitted hereunder), the other Guarantors (defined herein), the Lenders (defined herein) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
CREDIT AGREEMENTCredit Agreement • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts • New York
This CREDIT AGREEMENT is entered into as of October 4, 2017 among PHILLIPS EDISON GROCERY CENTER OPERATING PARTNERSHIP I, L.P., a Delaware limited partnership (the “Borrower”), PHILLIPS EDISON GROCERY CENTER REIT I, INC. (or its successors as permitted hereunder), the other Guarantors (defined herein), the Lenders (defined herein) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent.
To: R. Mark AddyExecutive Severance and Change in Control Plan • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts
This letter agreement (the “Participation Agreement”) will confirm that you have been selected to participate in the Phillips Edison Grocery Center REIT I, Inc. Executive Severance and Change in Control Plan (the “Plan”) as a Participant (as defined in the Plan). Your participation in the Plan and the terms of any severance benefits payable thereunder are governed by the terms and conditions set forth in the formal plan document, a copy of which has been provided to you. Note that the terms of the Plan, as well as your right to participate in the Plan, may be amended or terminated at any time, subject to certain exceptions as set forth in the Plan.
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts • New York
THIS FIFTH AMENDMENT TO CREDIT AGREEMENT, dated as of October 4, 2017 (this “Amendment”), is entered into among Phillips Edison Grocery Center Operating Partnership I, L.P., a Delaware limited partnership (the “Borrower”), Phillips Edison Grocery Center REIT I, Inc., a Maryland corporation (the “Parent Entity”), the Lenders party hereto and Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Credit Agreement (as defined below).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts • New York
THIS FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of October 4, 2017 (this “Agreement”), is entered into among Phillips Edison Grocery Center Operating Partnership I, L.P., a Delaware limited partnership (the “Borrower”), Phillips Edison Grocery Center REIT I Inc., a Maryland corporation (the “Parent Entity”), the Lenders party hereto and PNC Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Credit Agreement (as defined below).
FORM OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING by [_____________________________], as Grantor, to FIRST AMERICAN TITLE INSURANCE CO., as Trustee, for the benefit of THE GUARDIAN LIFE INSURANCE COMPANY OF...Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts
THIS DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING (as amended, modified, extended, renewed, restated or supplemented from time to time, this “Instrument”) is dated the ___ day of ___________, 2017, to be effective on the ____ day of October, 2017, by [______________], a [_________] limited liability company, having its chief executive office and place of business at 11501 Northlake Drive, Cincinnati, Ohio 45249, as grantor (“Borrower”), to FIRST AMERICAN TITLE INSURANCE CO., having an address at 200 SW Market Street, Suite 250, Portland, OR 97201, as trustee, for the benefit of THE GUARDIAN LIFE INSURANCE COMPANY OF AMERICA, a New York corporation, having an office at 7 Hanover Square, New York, New York 10004, its successors and assigns, as beneficiary (“Lender”).
October 2, 2017Equity Vesting Agreement • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts
This letter agreement (the “Agreement”) confirms our agreement regarding the vesting of any equity incentive awards (the “REIT1 Equity Awards”) you may receive in Phillips Edison Grocery Center REIT I, Inc., a Maryland corporation (“REIT1”) or Phillips Edison Grocery Center Operating Partnership I, L.P., a Delaware limited partnership (the “OP”). Notwithstanding anything contained in any plan governing the REIT1 Equity Awards or any agreement evidencing the grant thereof you will be vest in all REIT1 Equity Awards on the following terms:
AGREEMENT REGARDING PHILLIPS EDISON LIMITED PARTNERSHIP RESTRICTED MANAGEMENT UNITS AND PHILLIPS EDISON GROCERY CENTER OPERATING PARTNERSHIP I, L.P. PHANTOM UNITSRestricted Management Units and Phantom Units Agreement • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts • Ohio
Phillips Edison Limited Partnership (the “Company”) has granted [NAME] (“Employee”) restricted management units of the Company (the “RMUs”) pursuant to the Phillips Edison Limited Partnership Restricted Unit Award Plan. Upon the closing of the transactions contemplated by that certain Contribution Agreement by and among Phillips Edison Grocery Center REIT I, Inc. (“NTR1”), Phillips Edison Grocery Center Operating Partnership I, L.P. (the “Operating Partnership”) and the other parties thereto dated as of May 18, 2017 (the “Closing”), the Operating Partnership has agreed to grant Employee three Phantom Units (as defined below) in exchange for each RMU the Employee agrees to cancel pursuant to this Agreement. Employee, the Company and the Operating Partnership agree as follows:
September 20, 2017Advisory Agreement • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts • New York
Reference is made to (i) that certain Amended and Restated Advisory Agreement, dated as of September 1, 2017 (the “Advisory Agreement”) between Phillips Edison Grocery Center REIT I, Inc., a Maryland corporation (the “Company”), Phillips Edison Grocery Center Operating Partnership I, L.P., a Delaware limited partnership (the “Partnership”), and Phillips Edison NTR LLC, a Delaware limited liability company (the “Advisor”), and (ii) that certain Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of December 2, 2014, as amended (the “Partnership Agreement”). Capitalized terms not otherwise defined herein shall have the respective meanings assigned to such terms in the Advisory Agreement and the Partnership Agreement.
LOAN AGREEMENT By and AmongLoan Agreement • November 9th, 2017 • Phillips Edison Grocery Center Reit I, Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT (this “Loan Agreement”) is made as of this 4th day of October, 2017 by and among ARDREY KELL STATION LLC, RICHMOND STATION LLC, STOCKBRIDGE STATION LLC, STOCKBRIDGE STATION OUTPARCEL LLC, HARRISON POINTE STATION LLC, WEST CREEK STATION LLC, DEERWOOD LAKE STATION LLC, NORTHRIDGE STATION LLC, GOOLSBY POINTE STATION LLC, HAMILTON VILLAGE STATION LLC, CUSHING STATION LLC, RED MAPLE STATION LLC, NORTHTOWNE STATION LLC, DEAN TAYLOR STATION LLC, SAVAGE STATION LLC, STERLING POINT STATION LLC and LAKEWOOD STATION LLC, each a Delaware limited liability company (collectively, jointly and severally, “Borrower” and individually, a “Borrower Entity”), having its principal place of business at c/o Phillips Edison & Company, 11501 Northlake Drive, Cincinnati, Ohio 45249, and TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a New York corporation, having an address at 730 Third Avenue, New York, New York 10017 (“Lender”).
