EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement"), is made as of July 1, 2002 by and BETWEEN Wilshire Oil Company of Texas, a Delaware corporation with an office located at 921 Bergen Avenue, Jersey City, New Jersey (the...Employment Agreement • September 4th, 2002 • Wilshire Oil Co of Texas • Crude petroleum & natural gas • New Jersey
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 18th, 2007 • Wilshire Enterprises Inc • Operators of apartment buildings • Delaware
This Indemnification Agreement ("Agreement") is made as of ________ __, 200_ by and between Wilshire Enterprises, Inc., a Delaware corporation (the "Company"), and ______________ ("Indemnitee").
EXHIBIT 10.35 PURCHASE AGREEMENT BETWEEN WILSHIRE ENTERPRISES, INC. AND INTERSTATE EAST MANAGEMENT, INC. DATED MARCH 23, 2005. [GRAPHIC]Purchase Agreement • March 31st, 2005 • Wilshire Oil Co of Texas • Operators of apartment buildings • Georgia
EXHIBIT 10.34 PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS BETWEEN BILTMORE CLUB APARTMENTS, L.L.C. (A SUBSIDIARY OF WILSHIRE ENTERPRISES, INC.) AND GDG PARTNERS L.L.C. DATED FEBRUARY 2, 2005 PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS (ALL CASH)Purchase Agreement • March 31st, 2005 • Wilshire Oil Co of Texas • Operators of apartment buildings • Arizona
Exhibit 10.92 CONTRACT OF SALE This Contract of Sale is made as of this _23 day of January, 2004 by and between WILSHIRE ENTERPRISES, INC. formerly known as WILSHIRE OIL COMPANY OF TEXAS, a Delaware corporation with its principal office at 921 Bergen...Contract of Sale • March 30th, 2004 • Wilshire Oil Co of Texas • Drilling oil & gas wells • New Jersey
Loan No. 20028030004 Property Name: Alpine Village Apartments MULTIFAMILY MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND FIXTURE FILINGWilshire Oil Co of Texas • March 31st, 2003 • Crude petroleum & natural gas
| AFTER RECORDING RETURN TO: | Andrew M. Pearlstein, Esq. | Seyfarth Shaw | Two Seaport Lane | Boston, MA 02110 | |Wilshire Oil Co of Texas • March 31st, 2003 • Crude petroleum & natural gas
LOAN NO. 20028003004 ENVIRONMENTAL INDEMNITY THIS ENVIRONMENTAL INDEMNITY (this "Agreement"), made as of February 27, 2003, by Sunrise Ridge, L.L.C., a Delaware limited liability company having an address of 921 Bergen Avenue, Jersey City, New Jersey,...Wilshire Oil Co of Texas • March 31st, 2003 • Crude petroleum & natural gas
Texas] LOAN NO. 20028043003 ENVIRONMENTAL INDEMNITY THIS ENVIRONMENTAL INDEMNITY (this "Agreement"), made as of February 27, 2003, by Wellington Apartments, L.L.C., a Delaware limited liability company having an address of 921 Bergen Avenue, Jersey...Wilshire Oil Co of Texas • March 31st, 2003 • Crude petroleum & natural gas
LOAN NO. 20028003003 ENVIRONMENTAL INDEMNITY THIS ENVIRONMENTAL INDEMNITY (this "Agreement"), made as of February 27, 2003, by Van Buren, L.L.C., a Delaware limited liability company having an address of 921 Bergen Avenue, Jersey City, New Jersey,...Wilshire Oil Co of Texas • March 31st, 2003 • Crude petroleum & natural gas
AMENDED AND RESTATED STOCKHOLDER PROTECTION RIGHTS AGREEMENT dated as of December 6, 2006 between WILSHIRE ENTERPRISES, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Rights AgentStockholder Protection Rights Agreement • December 7th, 2006 • Wilshire Enterprises Inc • Operators of apartment buildings • Delaware
AMENDED AND RESTATED STOCKHOLDER PROTECTION RIGHTS AGREEMENT (as it may be amended from time to time, this “Agreement”), dated as of December 6, 2006, between WILSHIRE ENTERPRISES, INC., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a limited purpose trust company organized under the banking laws of the State of New York, as Rights Agent (the “Rights Agent”, which term shall include any successor Rights Agent hereunder).
Texas] LOAN NO. 20028043003 INDEMNITY AND GUARANTY AGREEMENT THIS INDEMNITY AND GUARANTY AGREEMENT (this "Agreement"), made as of February 27, 2003, by Wilshire Oil Company of Texas, a Delaware corporation having an address of 921 Bergen Avenue,...Indemnity and Guaranty Agreement • March 31st, 2003 • Wilshire Oil Co of Texas • Crude petroleum & natural gas
Texas] Loan No. 20028043003 Property Name: Wellington Apartments MULTIFAMILY DEED OF TRUST, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND FIXTURE FILINGWilshire Oil Co of Texas • March 31st, 2003 • Crude petroleum & natural gas • Texas
LOAN NO. 20028030004 ENVIRONMENTAL INDEMNITY THIS ENVIRONMENTAL INDEMNITY (this "Agreement"), made as of February 28, 2003, by Alpine Village Apartments, L.L.C., a Delaware limited liability company having an address of 921 Bergen Avenue, Jersey City,...Environmental Indemnity • March 31st, 2003 • Wilshire Oil Co of Texas • Crude petroleum & natural gas
AGREEMENT AND PLAN OF MERGER Among WILSHIRE ENTERPRISES, INC., NWJ APARTMENT HOLDINGS CORP. and NWJ ACQUISITION CORP. Dated as of June 13, 2008Agreement and Plan of Merger • June 16th, 2008 • Wilshire Enterprises Inc • Operators of apartment buildings • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of June 13, 2008 (this “Agreement”), among NWJ APARTMENT HOLDINGS CORP., a Maryland corporation (“Parent”), NWJ ACQUISITION CORP., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”), and WILSHIRE ENTERPRISES, INC., a Delaware corporation (the “Company”).
BY-LAWSWilshire Oil Co of Texas • November 12th, 1997 • Crude petroleum & natural gas
Purchase Agreement dated October 19, 2005 between Wilshire Enterprises, Inc. and Citadel Equity Group, LLC PURCHASE AGREEMENTPurchase Agreement • March 31st, 2006 • Wilshire Enterprises Inc • Operators of apartment buildings • New Jersey
FORM OF VOTING AGREEMENTVoting Agreement • June 16th, 2008 • Wilshire Enterprises Inc • Operators of apartment buildings • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of June 13, 2008, among NWJ APARTMENT HOLDINGS CORP., a Maryland corporation (“Parent”), and the undersigned Stockholder (the “Stockholder”) of WILSHIRE ENTERPRISES, INC., a Delaware corporation (the “Company”).
GUARANTY AGREEMENTGuaranty Agreement • June 16th, 2008 • Wilshire Enterprises Inc • Operators of apartment buildings • Delaware
AGREEMENT dated June 13, 2008 by NWJ Companies Inc., a Delaware corporation, and Nickolas W. Jekogian III (individually a “Guarantor” and collectively the “Guarantors”) for the benefit of WILSHIRE ENTERPRISES, INC. (the “Company”), a Delaware corporation.
HOTEL PURCHASE AGREEMENTAssignment and Assumption Agreement • November 14th, 2005 • Wilshire Enterprises Inc • Operators of apartment buildings • New Jersey
THIS HOTEL PURCHASE AGREEMENT (this “Agreement”) is made as of September _____ 2005 (the “Effective Date”), by and between WO GRAND HOTEL, LLC, a New Jersey limited liability company, having an address c/o Wilshire Enterprises, Inc, One Gateway Center, 10th Floor, Newark, New Jersey 07102 (“Seller”), and 350 PLEASANT VALLEY HOTEL ASSOCIATES, L.L.C., a New Jersey limited liability company with an address at 131 U.S. Route 46, Suite 45, Lodi, New Jersey 07644 (“Buyer”).
EXHIBIT 10.32 EMPLOYMENT AGREEMENT BETWEEN THE COMPANY AND DANIEL C. PRYOREmployment Agreement • March 31st, 2005 • Wilshire Oil Co of Texas • Operators of apartment buildings • New Jersey
Wilshire Enterprises, Inc.Wilshire Enterprises Inc • March 31st, 2009 • Operators of apartment buildings
Reference is made to the letter agreement, dated as of March 29, 2004, by and between Wilshire Enterprises, Inc. and you (the "Letter Agreement").
Purchase Agreement dated July 29, 2005 between Twelve Oaks Management, LLC and Wilshire Enterprises, Inc.Purchase Agreement • August 12th, 2005 • Wilshire Enterprises Inc • Operators of apartment buildings • Georgia
As a result of the efforts of Southeast Apartment Partners LLC ("Broker"), a licensed real estate broker, the undersigned purchaser ("Purchaser"), agrees to buy, and the undersigned seller ("Seller"), agrees to sell, as of this date, July 29, 2005, subject to the terms and conditions set forth herein, all that tract of land known as 72 units known as Twelve Oaks Apartments, 634 Roy Huie Road, Riverdale, GA 30274, Property ID: 13-139a-00b-0022 (See Attached Legal Description “Exhibit A”) attached hereto and by this reference made a part hereof, together with all improvements now located thereon, including, but not limited to, all electrical, mechanical, plumbing and other systems and all fixtures located therein and thereon, and all personal property owned by Seller used specifically for the use of this property and also all that property that is used by the tenants and owned by Seller and located therein, as well as plants, trees and shrubbery thereon and the related tenant leases and
TERMINATION AGREEMENT TERMINATING AGREEMENT AND PLAN OF MERGERTermination Agreement • December 4th, 2008 • Wilshire Enterprises Inc • Operators of apartment buildings • Delaware
TERMINATION AGREEMENT, dated as of December 3, 2008 (this “Agreement”), terminating the AGREEMENT AND PLAN OF MERGER, dated as of June 13, 2008 (the “Merger Agreement”), among NWJ APARTMENT HOLDINGS CORP., a Maryland corporation (“Parent”), NWJ ACQUISITION CORP., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”) and WILSHIRE ENTERPRISES, INC., a Delaware corporation (the “Company”).
Exhibit 10.1 April 18, 2005 Philip G. Kupperman 19706 Bay Cove Drive Boca Raton, Florida 33434 Dear Phil: This letter agreement confirms that Wilshire Enterprises, Inc. ("Wilshire") and you mutually have agreed to terminate your engagement by Wilshire...Wilshire Oil Co of Texas • April 22nd, 2005 • Operators of apartment buildings • New Jersey
FIRST AMENDMENT TOStockholder Protection Rights Agreement • June 16th, 2008 • Wilshire Enterprises Inc • Operators of apartment buildings • Delaware
This First Amendment to Amended and Restated Stockholder Protection Rights Agreement (this Amendment") is entered into as of June 13, 2008, between Wilshire Enterprises, Inc., a Delaware corporation (the "Company"), and Continental Stock Transfer & Trust Company, a limited purpose trust company organized under the banking laws of the State of New York, as rights agent (the "Rights Agent").
OPERATING LEASE between WO GRAND HOTEL, LLC, Landlord And PLEASANT VALLEY 350 CATERING ASSOCIATES, L.L.C., Tenant Leased Property: Catering Facility Wilshire Grand Hotel 350 Pleasant Valley Way West Orange, New JerseyOperating Lease • November 14th, 2005 • Wilshire Enterprises Inc • Operators of apartment buildings • New Jersey
OPERATING LEASE (this “Lease”), dated as of September _____, 2005, between WO GRAND HOTEL, LLC, a New Jersey limited liability company, having an address c/o Wilshire Enterprises, Inc. One Gateway Center, 10th Floor, Newark, New Jersey 07102 (“Landlord) and PLEASANT VALLEY 350 CATERING ASSOCIATES, L.L.C., a New Jersey limited liability company with an address at 131 U.S. Route 46, Suite 45, Lodi, New Jersey 07644 (“Tenant”).
WILSHIRE ENTERPRISES, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Rights Agent QUALIFIED OFFER PLAN RIGHTS AGREEMENT Dated as of December 4, 2008Qualified Offer Plan • December 4th, 2008 • Wilshire Enterprises Inc • Operators of apartment buildings • Delaware
Qualified Offer Plan Rights Agreement, dated as of December 4, 2008 (“Agreement”), between Wilshire Enterprises, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, as Rights Agent (the “Rights Agent”).
BY-LAWS AS AMENDED AND RESTATED THROUGH JUNE 11, 1998Wilshire Oil Co of Texas • August 14th, 1998 • Crude petroleum & natural gas
EAST HANOVER, NEW JERSEY STANDARD OFFICE LEASEWilshire Enterprises Inc • August 5th, 2011 • Operators of apartment buildings
EXHIBIT 10.33 EMPLOYMENT LETTER BETWEEN THE COMPANY AND SETH H. UGELOWWilshire Oil Co of Texas • March 31st, 2005 • Operators of apartment buildings • New Jersey
EXHIBIT 6 FORM OF CONFIDENTIALITY AGREEMENT This CONFIDENTIALITY AGREEMENT (this "Agreement") is made and entered into effective October 23, 2003 by Summit Capital, LLC as agent and on behalf of certain funds and accounts ("Recipient") for the benefit...Form of Confidentiality Agreement • November 4th, 2003 • Wilshire Oil Co of Texas • Drilling oil & gas wells • Delaware
Agreement for Purchase and Sale dated as of July 29, 2005 between Avondale Multi-Family Limited Partnership and Wilshire Enterprises, Inc.Agreement for Purchase • August 12th, 2005 • Wilshire Enterprises Inc • Operators of apartment buildings • Arizona
This Agreement for Purchase and Sale (“Agreement”) is dated as of July _____, 2005 (the “Effective Date”), and is entered into between AVONDALE MULTI-FAMILY LIMITED PARTNERSHIP, an Arizona limited partnership (“Seller”), and WILSHIRE ENTERPRISES, INC., a New Jersey corporation (“Purchaser”) (collectively, the “Parties”, or individually, the “Party”).
OPERATING AGREEMENT OF WO GRAND HOTEL, LLC (A New Jersey Limited Liability Company) Dated as of June 2, 2005Operating Agreement • August 12th, 2005 • Wilshire Enterprises Inc • Operators of apartment buildings • New Jersey
OPERATING AGREEMENT of WO GRAND HOTEL, LLC dated as of June 2, 2005, by and among (i) WO GRAND HOTEL, LLC, a New Jersey limited liability company, with offices at 350 Pleasant Valley Way, West Orange, New Jersey 07052 (the “Company”); (ii) WILSHIRE ENTERPRISES, INC., a Delaware corporation, with offices at 1 Gateway Center, Newark, New Jersey 07102 (“Wilshire” or “Managing Member”); and (iii) PROUD THREE, LLC, a New Jersey limited liability company, with offices at c/o Herrick, Feinstein LLP, 2 Penn Plaza, Newark, New Jersey 07105, attn: Daniel A. Swick, Esq. (“Proud Three”).
JOINT FILING AGREEMENTJoint Filing Agreement • April 21st, 2003 • Wilshire Oil Co of Texas • Crude petroleum & natural gas
In accordance with Rule 13d-1(f) promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the common stock of Wilshire Oil Company of Texas and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings; provided that, as contemplated by Section 13d-1(f)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
