ASSIGNMENT OF LEASES, RENTS AND SECURITY DEPOSITS THIS ASSIGNMENT OF LEASES, RENTS AND SECURITY DEPOSITS (this "Assignment"), made as of the 10th day of October, 1996, by 1290 PARTNERS, L.P., a Delaware limited partnership, and 237 PARK PARTNERS,...Metropolis Realty Trust Inc • December 9th, 1996
Actions Section 10(a)(vi) Additional Rent Section 7(b)(x) Agreement Preamble AP-1290 Section 4(h) AP-1290 Obligations Section 4(h) Apportionment Date Section 7(a) AREIF Section 4(h) Assumed Obligations Section 7(j) Base Rents Section 7(b)(i) Broker...Purchase Agreement • August 14th, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts • New York
RECITALS:Voting Agreement • June 3rd, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts • Maryland
LOAN AGREEMENTLoan Agreement • March 30th, 2000 • Metropolis Realty Trust Inc • Real estate investment trusts • New York
INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT dated as of the 10th day of October, 1996 given by PROPERTY PARTNERS, L.P., CARLYLE-XIII ASSOCIATES, L.P., and CARLYLE-XIV ASSOCIATES, L.P., each a Delaware limited partnership having an office...Indemnification Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENT (the "Agreement") between Metropolis Realty Trust, Inc., a Maryland corporation (the "Company"), and [___________________], a director and/or an officer of the Company (the "Indemnitee"), dated as of...Indemnification Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
MASTER AGREEMENTMaster Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
amongCredit Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
237 PROPERTY CONTRIBUTION AGREEMENTContribution Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
AMENDED, RESTATED AND CONSOLIDATED PROMISSORY NOTEMetropolis Realty Trust Inc • March 30th, 2000 • Real estate investment trusts
CONSENT AND SUBORDINATION OF PROPERTY MANAGEMENT AGREEMENT THIS CONSENT AND SUBORDINATION OF PROPERTY MANAGEMENT AGREEMENT (this "Agreement"), dated as of October 10, 1996, is executed by TISHMAN SPEYER PROPERTIES, L.P., a New York limited partnership...Management Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
LIMITED LIABILITY COMPANY AGREEMENT OF METROPOLIS REALTY HOLDINGS LLC A Delaware Limited Liability Company Dated as of May 6, 2002Limited Liability Company Agreement • August 14th, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts • Delaware
ARTICLE I DEFINITIONSLimited Partnership Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • Delaware
THIRD AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF 237/1290 UPPER TIER ASSOCIATES, L.P. by and betweenMetropolis Realty Trust Inc • March 30th, 2000 • Real estate investment trusts • Delaware
AMENDED AND RESTATED PARTNERSHIP AGREEMENTPartnership Agreement • March 30th, 2000 • Metropolis Realty Trust Inc • Real estate investment trusts • Delaware
1. ARTICLE I DEFINITIONS 1 2. ARTICLE II REGISTRATION RIGHTS 4Registration Rights Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
METROPOLIS REALTY TRUST, INC. FORM OF STOCK OPTION AGREEMENT FOR DIRECTORS 1. Grant of Options METROPOLIS REALTY TRUST, INC., a Maryland corporation (the "Company"), hereby grants to _______________ (the "Optionee"), pursuant to the Company's 1996...Metropolis Realty Trust Inc • December 9th, 1996 • Maryland
EXHIBIT AJoint Filing Agreement • June 3rd, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts
The undersigned hereby agree that the statement on Schedule 13D with respect to the Common Stock of Metropolis Realty Trust, Inc., dated as of June 3, 2002, is, and any amendments thereto (including amendments on Schedule 13G) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.
ARTICLE 1 DEFINITIONSAgreement and Plan of Merger • December 9th, 1996 • Metropolis Realty Trust Inc • Delaware
R E C I T A L SAsset Management Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG METROPOLIS REALTY LOWER TIER LLC, METROPOLIS REALTY HOLDINGS LLCAgreement and Plan of Merger • August 14th, 2002 • Metropolis Realty Trust Inc • Real estate investment trusts • Delaware
OFMetropolis Realty Trust Inc • December 9th, 1996 • Delaware
ARTICLE 1Management and Leasing Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
NOTEHOLDERS CONTRIBUTION AND PARTICIPATION AGREEMENT NOTEHOLDERS CONTRIBUTION AND PARTICIPATION AGREEMENT (the "Agreement") dated as of October 10, 1996, by and between Metropolis Realty Trust, Inc., a Maryland corporation (the "Company") and Bankers...Contribution and Participation Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
AMENDED, RESTATED AND CONSOLIDATED MORTGAGE AND SECURITY AGREEMENT dated as of December 13, 1999And Consolidated Mortgage and Security Agreement • March 30th, 2000 • Metropolis Realty Trust Inc • Real estate investment trusts • New York
DEBT CONTRIBUTION AGREEMENT CONTRIBUTION AGREEMENT (the "Agreement") dated as of October 10, 1996, by and between METROPOLIS REALTY TRUST, INC., a Maryland corporation (the "REIT"), 237/1290 LOWER TIER ASSOCIATES, L.P., a Delaware limited partnership...Debt Contribution Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
MODIFICATION OF OPERATING AGREEMENT OF 237 PARK AVENUE ASSOCIATES, L.L.C. AMENDMENT, dated as of October 10, 1996, among JMB/NYC Office Building Associates, L.P., an Illinois limited partnership ("Investor"), O&Y Equity Company, L.P., as debtor and...Modification of Operating Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
CASH COLLATERAL ACCOUNT SECURITY, PLEDGE AND ASSIGNMENT AGREEMENTPledge and Assignment Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
RELEASE OF ASSUMED DEBT AND TERMINATION OF SECURITY INTEREST THIS RELEASE OF ASSUMED DEBT AND TERMINATION OF SECURITY INTEREST (this "Agreement") dated as of the 10th day of October, 1996 is made by BANKERS TRUST COMPANY, a New York corporation having...Metropolis Realty Trust Inc • December 9th, 1996 • New York
MORTGAGE MODIFICATION, RESTATEMENT AND SECURITY AGREEMENTRestatement and Security Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
INTEREST RATE AGREEMENT PLEDGE AND SECURITY AGREEMENT between 1290 PARTNERS, L.P.Interest Rate Agreement Pledge and Security Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
PARTICIPATION AGREEMENT (JMB Notes)Participation Agreement • December 9th, 1996 • Metropolis Realty Trust Inc
NOTE PLEDGE AND SECURITY AGREEMENTNote Pledge and Security Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
REDEMPTION AND SUBSTITUTION AGREEMENT REDEMPTION AND SUBSTITUTION AGREEMENT, dated October 10, 1996, by and among JMB/NYC Office Building Associates, L.P., an Illinois limited partnership ("JMB LP"), O&Y Equity Company, L.P., a Delaware limited...Redemption and Substitution Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • Delaware
DEBT ASSUMPTION, RELEASE AND SECURITY AGREEMENT (1290 Excess Amount) ------------------------------- Dated: October 10, 1996 C/M: 11764.0001 346143.8 DEBT ASSUMPTION, RELEASE AND SECURITY AGREEMENT THIS DEBT ASSUMPTION, RELEASE AND SECURITY AGREEMENT...Assumption, Release and Security Agreement • December 9th, 1996 • Metropolis Realty Trust Inc • New York
