Tanger Properties LTD Partnership /Nc/ Sample Contracts

Exhibit 1.1 TANGER PROPERTIES LIMITED PARTNERSHIP Debt Securities UNDERWRITING AGREEMENT ----------------------
Underwriting Agreement • February 16th, 2001 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • New York
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TERMS AGREEMENT ---------------
Terms Agreement • February 16th, 2001 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts
RECITALS:
Employment Agreement • August 9th, 2004 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina
Reconciliation and tie between Trust Indenture Act of 1939 (the "Trust Indenture Act") and Indenture
Indenture • January 31st, 2001 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • New York
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of January 9, 2018 Among TANGER PROPERTIES LIMITED PARTNERSHIP, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer, and The Other Lenders Party Hereto MERRILL LYNCH,...
Credit Agreement • January 12th, 2018 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • New York

This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of January 9, 2018 among TANGER PROPERTIES LIMITED PARTNERSHIP, a North Carolina limited partnership (the “Borrower”), each lender from time to time party hereto either as a result of such party’s execution of this Agreement as a “Lender” as of the date hereof or as a result of such party being made a “Lender” hereunder by virtue of an executed Assignment and Assumption (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.

FIRST AMENDMENT TO SECOND AMENDED AND RESTATED TERM LOAN AGREEMENT
Term Loan Agreement • June 16th, 2020 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED TERM LOAN AGREEMENT (this “Amendment”) by and among TANGER PROPERTIES LIMITED PARTNERSHIP, a North Carolina limited partnership, in its capacity as the borrower under the Credit Agreement (as defined below) (in such capacity, the “Borrower”), the “Guarantor” identified on the signature pages attached hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as administrative agent under the Credit Agreement (the “Administrative Agent”) and the “Lenders” party to the Credit Agreement and identified on the signature pages hereto, is with respect to that certain Second Amended and Restated Term Loan Agreement dated as of October 25, 2018, among the Borrower, the Administrative Agent, the Lenders, Wells Fargo Securities, LLC, SunTrust Robinson Humphrey, Inc., and PNC Capital Markets LLC, as Joint Lead Arrangers, TRUIST Bank and PNC BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents, REGIONS BANK, as

AND
Purchase and Sale Agreement • December 8th, 2003 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • New York
EXHIBIT 10.1 COROC HOLDINGS L.L.C. LIMITED LIABILITY COMPANY AGREEMENT Dated as of October 3, 2003 TABLE OF CONTENTS
Liability Company Agreement • December 8th, 2003 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • Delaware
Contract
Underwriting Agreement • August 6th, 2021 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • New York

Tanger Properties Limited Partnership, a North Carolina limited partnership (the “Operating Partnership”), proposes to issue and sell to the several Underwriters on Schedule I hereto, (the “Underwriters”), for whom Wells Fargo Securities, LLC, Truist Securities, Inc. and U.S. Bancorp Investments, Inc. are acting as representatives (the “Representatives”), $400,000,000 aggregate principal amount of the Operating Partnership’s 2.750% Senior Notes Due 2031 (the “Notes”) pursuant to the terms of this Underwriting Agreement (the “Agreement”). The respective principal amounts of the Notes to be so purchased, severally and not jointly, by the several Underwriters are set forth opposite their names in Schedule I hereto. The Operating Partnership and Tanger Factory Outlet Centers, Inc., a North Carolina corporation (the “Company”), hereby confirm their agreements with the Representatives.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • February 27th, 2013 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

This Agreement is entered into and made effective as of December 29, 2008 (the “Effective Date”) between Tanger Properties Limited Partnership (the “Company”) and VIRGINIA R. SUMMERELL (the “Executive”). The Company and the Executive are sometimes referred to individually as a “Party” and collectively as the “Parties.”

THIRD AMENDED AND RESTATED LIQUIDITY CREDIT AGREEMENT Dated as of January 9, 2018 Among TANGER PROPERTIES LIMITED PARTNERSHIP, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and The Other Lenders Party Hereto
Assignment and Assumption • January 12th, 2018 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • New York

This THIRD AMENDED AND RESTATED LIQUIDITY CREDIT AGREEMENT (“Agreement”) is entered into as of January 9, 2018 among TANGER PROPERTIES LIMITED PARTNERSHIP, a North Carolina limited partnership (the “Borrower”), each lender from time to time party hereto either as a result of such party’s execution of this Agreement as a “Lender” as of the date hereof or as a result of such party being made a “Lender” hereunder by virtue of an executed Assignment and Assumption (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.

TANGER FACTORY OUTLET CENTERS, INC. NOTIONAL UNIT AWARD AGREEMENT
Award Agreement • May 3rd, 2018 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

The Grantee is an employee of Tanger Factory Outlet Centers, Inc., a North Carolina corporation (the “Company”), the Partnership or one of the Subsidiaries.

SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT
Limited Partnership Agreement • November 17th, 2021 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

THIS SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT, dated as of November 12, 2021, and effective on the Transfer Date (as defined below), is entered into by and among Tanger Factory Outlet Centers, Inc., a North Carolina corporation, as the General Partner; Tanger LP Trust, a Maryland business trust, as a Limited Partner; and the other parties listed on Exhibit A hereto as Limited Partners as of the Transfer Date; together with any other Persons who become Partners in the Partnership as provided herein. This Agreement, as defined below, amends, restates and supersedes the First Amended Agreement, as defined below, in its entirety.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • January 5th, 2009 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is entered into as of December 29, 2008 and made effective as of January 1, 2009 by and among TANGER PROPERTIES LIMITED PARTNERSHIP (the “Partnership”), a North Carolina limited partnership, TANGER FACTORY OUTLET CENTERS, INC. (the “Company”), a North Carolina corporation and STEVEN B. TANGER (the “Executive”).

EMPLOYMENT AGREEMENT
Employment Agreement • April 29th, 2020 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of April 28, 2020 (the “Effective Date”) by and among TANGER PROPERTIES LIMITED PARTNERSHIP (the “Partnership”), a North Carolina limited partnership, TANGER FACTORY OUTLET CENTERS, INC. (the “Company”), a North Carolina corporation and STEVEN B. TANGER (the “Executive”).

RECITALS
Center Management Agreement • December 8th, 2003 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • Delaware
NON-QUALIFIED SHARE OPTION AGREEMENT (Inducement Award)
Non-Qualified Share Option Agreement • May 11th, 2020 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

THIS AGREEMENT (this “Agreement”), dated April 10, 2020 (the “Grant Date”), is made by and between Tanger Factory Outlet Centers, Inc., a North Carolina corporation, hereinafter referred to as the “Company”, Tanger Properties Limited Partnership, a North Carolina partnership, hereinafter referred to as the “Partnership”, and Stephen Yalof, an employee of the Partnership, hereinafter referred to as the “Optionee”;

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • January 5th, 2009 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is entered into and made effective as of December 29, 2008 between TANGER PROPERTIES LIMITED PARTNERSHIP, a North Carolina Limited Partnership, (the “Company”) and FRANK C. MARCHISELLO, Jr., a resident of North Carolina, (“Marchisello”).

NON-QUALIFIED SHARE OPTION AGREEMENT
Non-Qualified Share Option Agreement • August 9th, 2011 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

THIS AGREEMENT (this “Agreement”), dated February 24, 2011 (the “Grant Date”), is made by and between Tanger Factory Outlet Centers, Inc., a North Carolina corporation, hereinafter referred to as the “Company”, Tanger Properties Limited Partnership, a North Carolina partnership, hereinafter referred to as the “Partnership”, and , an employee of the Partnership, hereinafter referred to as the “Optionee”;

LISA J. MORRISON AMENDED AND RESTATED EMPLOYMENT AGREEMENT Effective as of January 1, 2006
Employment Agreement • May 10th, 2006 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

This Agreement is entered into and made effective as of January 1, 2006 (the “Effective Date”) between TANGER PROPERTIES LIMITED PARTNERSHIP (the “Company”) and LISA J. MORRISON (the “Executive”). The Company and the Executive are sometimes referred to individually as a “Party” and collectively as the “Parties”.

AGREEMENT
Agreement • October 24th, 2005 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • Delaware

THIS AGREEMENT is entered into and made effective as of August 22, 2005 (the “Agreement Date”) by and between BROC PORTFOLIO L.L.C. (“Seller”), a Delaware Limited Liability Company and TANGER COROC, LLC (“Buyer”), a North Carolina Limited Liability Company. Seller and Buyer are herein sometimes referred to as the “Parties”.

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Contract
Tanger Properties LTD Partnership /Nc/ • November 20th, 2013 • Real estate investment trusts • New York

Tanger Properties Limited Partnership, a North Carolina limited partnership (the “Operating Partnership”), proposes to issue and sell to the several Underwriters on Schedule I hereto, (the “Underwriters”), for whom Jefferies LLC, U.S. Bancorp Investments, Inc. and Wells Fargo Securities, LLC are acting as representatives (the “Representatives”), $250,000,000 aggregate principal amount of the Operating Partnership’s 3.875% Senior Notes Due 2023 (the “Notes”) pursuant to the terms of this Underwriting Agreement (the “Agreement”). The respective principal amounts of the Notes to be so purchased, severally and not jointly, by the several Underwriters are set forth opposite their names in Schedule I hereto. The Operating Partnership and Tanger Factory Outlet Centers, Inc., a North Carolina corporation (the “Company”), hereby confirm their agreements with the Representatives.

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TANGER PROPERTIES LIMITED PARTNERSHIP
Tanger Properties LTD Partnership /Nc/ • November 17th, 2005 • Real estate investment trusts • North Carolina

PARTNERSHIP, dated as of November 11, 2005, and effective on the Transfer Date (as defined below), is entered into by and among Tanger GP Trust, a Maryland business trust, as the General Partner; Tanger LP Trust, a Maryland business trust, as a Limited Partner; and Tanger Family Limited Partnership, a North Carolina limited partnership, as a Limited Partner that will not be a partner hereto after the Transfer Date; together with any other Persons who become Partners in the Partnership as provided herein.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT Effective as of December 29, 2008
Employment Agreement • January 5th, 2009 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

This Agreement is entered into and made effective as of December 29, 2008 (the “Effective Date”) between Tanger Properties Limited Partnership (the “Company”) and LISA J. MORRISON (the “Executive”). The Company and the Executive are sometimes referred to individually as a “Party” and collectively as the “Parties”.

SEVERANCE AGREEMENT AND MUTUAL GENERAL RELEASE
Severance Agreement and Mutual General Release • November 12th, 2009 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

This Severance Agreement and Mutual General Release (“Agreement”) is made and entered into this the 21st day of September, 2009 by and between Stanley K. Tanger, for himself, his heirs, executors, administrators, assigns, representatives and agents (hereafter collectively “Tanger”), and Tanger Properties Limited Partnership and Tanger Factory Outlet Centers, Inc., on behalf of themselves, their subsidiaries, affiliates, successors, and assigns (hereafter collectively “Company”). This Agreement is intended to and does resolve all claims and disputes of any nature whatsoever by and between the parties as of the effective date of this Agreement.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT Effective as of December 29, 2008
Employment Agreement • January 5th, 2009 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

This Agreement is entered into and made effective as of December 29, 2008 (the “Effective Date”) between Tanger Properties Limited Partnership (the “Company”) and JOSEPH NEHMEN (the “Executive”). The Company and the Executive are sometimes referred to individually as a “Party” and collectively as the “Parties”.

Contract
Tanger Properties LTD Partnership /Nc/ • November 7th, 2023 • Real estate investment trusts
EMPLOYMENT AGREEMENT Effective as of August 23, 2010
Employment Agreement • August 23rd, 2010 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina

This Agreement is entered into and made effective as of August 23, 2010 (the "Effective Date") between Tanger Properties Limited Partnership (the "Company") and THOMAS EDWARD McDONOUGH (the "Executive"). The Company and the Executive are sometimes referred to individually as a "Party" and collectively as the "Parties".

TANGER FACTORY OUTLET CENTERS, INC. NOTIONAL UNIT AWARD AGREEMENT
Notional Unit • May 9th, 2013 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts • North Carolina
AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • June 8th, 2020 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts

This Amendment to the Amended and Restated Employment Agreement (this “Amendment”), dated as of June 5, 2020 (the “Effective Date”), is made by and between Tanger Properties Limited Partnership (the “Company”), and Carrie A. Warren (“Executive”) (collectively, referred to herein as the “Parties”).

Fifth Amendment to Registration Rights Agreement
Registration Rights Agreement • August 14th, 2009 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts

The undersigned parties hereby agree that the Registration Rights Agreement dated as of May 27, 1993 and amended by instruments dated November 20, 1995, September 4, 2002, December 5, 2003 and August 8, 2006 (the “Agreement”), by and among Tanger Factory Outlet Centers, Inc. (the “Company”), Tanger Family Limited Partnership and Stanley K. Tanger (the “Rightholders”) is amended and modified as follows:

Contract
Employment Agreement • December 18th, 2023 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts
Fourth Amendment to Registration Rights Agreement
Registration Rights Agreement • August 9th, 2006 • Tanger Properties LTD Partnership /Nc/ • Real estate investment trusts

The undersigned parties hereby agree that the Registration Rights Agreement dated as of May 27, 1993 and amended by instruments dated November 20, 1995, September 4, 2002 and December 5, 2003 (the ‘‘Agreement’’), by and among Tanger Factory Outlet Centers, Inc. (the ‘‘Company’’) and Tanger Family Limited Partnership, Stanley K. Tanger and Steven B. Tanger (the ‘‘Rightholders’’) is amended and modified as follows:

TANGER PROPERTIES LIMITED PARTNERSHIP ISSUER AND TANGER FACTORY OUTLET CENTERS, INC. GUARANTOR TO
Tanger Properties LTD Partnership /Nc/ • February 16th, 2001 • Real estate investment trusts • New York
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