AGREEMENT OF LIMITED PARTNERSHIP OF LSAC OPERATING PARTNERSHIP L.P.Lexington Strategic Asset Corp • August 2nd, 2006 • Real estate investment trusts • Delaware
shall be specifically allocated to such Partner in an amount and manner sufficient to eliminate, to the extent required by the Regulations, its Adjusted Capital Account Deficit created by such adjustments, allocations or distributions as quickly as possible.
ADVISORY AGREEMENT by and among LEXINGTON STRATEGIC ASSET CORP., LSAC OPERATING PARTNERSHIP L.P. and LXP ADVISORY LLC Dated as of October 6, 2005Advisory Agreement • August 2nd, 2006 • Lexington Strategic Asset Corp • Real estate investment trusts • New York
ADVISORY AGREEMENT, dated as of October 6, 2005, by and among LEXINGTON STRATEGIC ASSET CORP., a Delaware corporation (together with its subsidiaries, including the Operating Partnership, the “Company”, unless otherwise indicated or the context otherwise implies), LSAC OPERATING PARTNERSHIP L.P., a Delaware limited partnership (the “Operating Partnership”), and LXP ADVISORY LLC, a Delaware limited liability company (the “Advisor”).
LEXINGTON STRATEGIC ASSET CORPORATION Restricted Share Award Agreement Award No.Award Agreement • August 2nd, 2006 • Lexington Strategic Asset Corp • Real estate investment trusts • Delaware
You are hereby awarded Restricted Shares subject to the terms and conditions set forth in this Restricted Share Award Agreement (“Award Agreement”), and in the Lexington Strategic Asset Corporation 2005 Equity Incentive Compensation Plan (the “Plan”), which is attached hereto as Exhibit A. You should carefully review the Plan, and consult with your personal financial advisor, in order to fully understand the implications of this Award, including your tax alternatives and their consequences.
OPTION AGREEMENTOption Agreement • August 2nd, 2006 • Lexington Strategic Asset Corp • Real estate investment trusts • New York
This Option Agreement (this “Agreement”) is made and entered into as of October 6, 2005, among Lexington Strategic Asset Corp., a Delaware corporation (together with any successor entity thereto, the “Company”) and Lexington Corporate Properties Trust, a Maryland real estate investment trust (together with any successor entity thereto, “Lexington”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 2nd, 2006 • Lexington Strategic Asset Corp • Real estate investment trusts • New York
This Agreement is made pursuant to the Purchase/Placement Agreement (the “Purchase/Placement Agreement”), dated as of September 30, 2005, among the Company, the Partnership and FBR. In order to induce (i) FBR to enter into the Purchase/Placement Agreement and to purchase, in its capacity as initial purchaser, the Rule 144A/Reg. S Shares from the Company and to place, in its capacity as placement agent, the Regulation D Shares pursuant to the terms thereof, (ii) the investors purchasing the Rule 144A/Reg. S Shares from FBR to purchase such shares of Common Stock, (iii) the investors purchasing the Regulation D Shares directly from the Company in the Private Placement to purchase such shares of Common Stock and (iv) Lexington to enter into the transactions contemplated by the Contribution Agreement, the Company has agreed to provide the registration rights provided for in this Agreement to FBR, the Initial Holders, Lexington, the Management Holders and their respective direct and indirec
RESCISSION OF RESTICTED SHARE AWARD AGREEMENTRescission of Resticted Share Award Agreement • August 2nd, 2006 • Lexington Strategic Asset Corp • Real estate investment trusts • Delaware
THIS RESCISSION OF RESTRICTED SHARE AWARD AGREEMENT (this “Rescission Agreement”) is entered into and effective this day of , 200 , by and between Lexington Strategic Asset Corp., a Delaware corporation (“LSAC”), and , an individual residing at (the “Executive”). Capitalized terms used herein but not defined herein shall have the meaning set forth in the Award Agreement (as defined below).
CONTRIBUTION AGREEMENT BETWEEN LEXINGTON CORPORATE PROPERTIES TRUST AND LEXINGTON STRATEGIC ASSET CORP. AND LSAC OPERATING PARTNERSHIP L.P. Dated as of October 6, 2005Contribution Agreement • August 2nd, 2006 • Lexington Strategic Asset Corp • Real estate investment trusts • Delaware
THIS CONTRIBUTION AGREEMENT (“Agreement”) is made as of October 6, 2005, among LEXINGTON CORPORATE PROPERTIES TRUST, a statutory Maryland real estate investment trust (“LXP”), LEXINGTON STRATEGIC ASSET CORP., a Delaware corporation (“LSAC”), and LSAC OPERATING PARTNERSHIP L.P., a Delaware limited partnership (“LSAC OP”).
