Exhibit 10.9 HERITAGE PROPERTY INVESTMENT TRUST, INC. AMENDED AND RESTATED 2000 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT THIS AGREEMENT dated as of , 20 , between Heritage Property Investment Trust, Inc., a corporation organized under the laws of...Stock Option Agreement • April 9th, 2002 • Heritage Property Investment Trust Inc • Real estate investment trusts • Massachusetts
HERITAGE PROPERTY INVESTMENT TRUST, INC. 535 BOYLSTON STREET BOSTON, MA 02116Warrant Agreement • March 15th, 2004 • Heritage Property Investment Trust Inc • Real estate investment trusts
Reference is hereby made to the (i) Warrant Agreement ("1999 WARRANT AGREEMENT"), dated as of July 9, 1999, by and between The Prudential Insurance Company of America ("Prudential"), and Heritage Property Investment Trust, Inc. ("Heritage"), pursuant to which Heritage issued to Prudential a warrant (the "1999 WARRANT") to purchase 75,000 shares of common stock of Heritage, par value $.001 per share ("COMMON STOCK"), and (ii) Warrant Agreement ("2000 WARRANT AGREEMENT" and, together with the 1999 Warrant Agreement, the "WARRANT AGREEMENTS"), dated as of September 18, 2000, by and between Prudential and Heritage, pursuant to which Heritage issued to Prudential a warrant (the "2000 WARRANT" and, together with the 1999 Warrant, the "WARRANTS") to purchase 300,000 shares of Common Stock. Defined terms used herein but not defined herein shall have the meanings given to such terms in the Warrant Agreements.
ARTICLE I. FORM OF WARRANTWarrant Agreement • September 7th, 2001 • Heritage Property Investment Trust Inc • Maryland
TRUSTEEHeritage Property Investment Trust Inc • September 7th, 2001 • New York
HERITAGE PROPERTY INVESTMENT TRUST, INC. (a Maryland corporation) 16,000,000 Shares of Common Stock PURCHASE AGREEMENT Dated: April , 2002 ---- TABLE OF CONTENTSHeritage Property Investment Trust Inc • April 9th, 2002 • Real estate investment trusts • New York
TOHeritage Property Investment Trust Inc • September 7th, 2001 • New York
EMPLOYMENT AGREEMENT BETWEEN THOMAS C. PRENDERGAST AND HERITAGE PROPERTY INVESTMENT TRUST, INC.Employment Agreement • March 13th, 2002 • Heritage Property Investment Trust Inc • Real estate investment trusts • Massachusetts
Conformed Signature Copy) September 2, 1997 BRADLEY OPERATING LIMITED PARTNERSHIP SECOND RESTATED AGREEMENT OF LIMITED PARTNERSHIP BRADLEY OPERATING LIMITED PARTNERSHIP SECOND RESTATED AGREEMENT OF LIMITED PARTNERSHIP TABLE OF CONTENTSHeritage Property Investment Trust Inc • September 7th, 2001 • Delaware
Exhibit 10.6 BRADLEY OPERATING LIMITED PARTNERSHIP AMENDMENT TO THE SECOND RESTATED AGREEMENT OF LIMITED PARTNERSHIP This Amendment to the Second Restated Agreement of Limited Partnership of Bradley Operating Limited Partnership, a Delaware limited...Heritage Property Investment Trust Inc • September 7th, 2001
ARTICLE I FORM OF WARRANTWarrant Agreement • September 7th, 2001 • Heritage Property Investment Trust Inc • Maryland
REGISTRATION RIGHTS AGREEMENT Dated as of October 15, 2004 Among HERITAGE PROPERTY INVESTMENT TRUST, INC. AND THE GUARANTORS NAMED HEREIN and DEUTSCHE BANK SECURITIES INC., UBS SECURITIES LLC and WACHOVIA CAPITAL MARKETS, LLC 4.50% Notes due 2009Registration Rights Agreement • October 15th, 2004 • Heritage Property Investment Trust Inc • Real estate investment trusts • New York
This Agreement is entered into in connection with the Purchase Agreement by and among the Company and the Initial Purchasers, dated as of October 12, 2004 (the “Purchase Agreement”), which provides for, among other things, the sale by the Company to the Initial Purchasers of $150,000,000 aggregate principal amount of the Company’s 4.50% Notes due 2009 (the “Notes”), guaranteed by the Guarantors (the “Guarantees”). The Notes and the Guarantees are collectively referenced herein as the “Securities.” In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Issuers have agreed to provide the registration rights set forth in this Agreement for the benefit of the Initial Purchasers and any subsequent holder or holders of the Securities. The execution and delivery of this Agreement is a condition to the Initial Purchasers’ obligation to purchase the Securities under the Purchase Agreement.
CREDIT AGREEMENTCredit Agreement • April 21st, 2005 • Heritage Property Investment Trust Inc • Real estate investment trusts • New York
THIS CREDIT AGREEMENT (this “Agreement”) dated as of March 29, 2005 by and among HERITAGE PROPERTY INVESTMENT TRUST, INC., a corporation formed under the laws of the State of Maryland (the “Borrower”), WACHOVIA CAPITAL MARKETS, LLC, as Arranger (the “Arranger”), WACHOVIA BANK, NATIONAL ASSOCIATION, as Agent, each of DEUTSCHE BANK TRUST COMPANY AMERICAS and KEYBANK NATIONAL ASSOCIATION, as Syndication Agents (each a “Syndication Agent”), each of BANK OF AMERICA, NATIONAL ASSOCIATION and COMMERZBANK AKTIENGESELLSCHAFT, NEW YORK BRANCH, as Documentation Agents (each a “Documentation Agent”), and each of the financial institutions initially a signatory hereto together with their assignees pursuant to Section 12.5.(d).
RECITALSForm of Severance Agreement • March 13th, 2002 • Heritage Property Investment Trust Inc • Real estate investment trusts • Massachusetts
TERM LOAN AGREEMENT Dated as of November 28, 2005 by and among HERITAGE PROPERTY INVESTMENT TRUST, INC.,Term Loan Agreement • December 1st, 2005 • Heritage Property Investment Trust Inc • Real estate investment trusts • New York
THIS TERM LOAN AGREEMENT (this “Agreement”) dated as of November 28, 2005 by and among HERITAGE PROPERTY INVESTMENT TRUST, INC., a corporation formed under the laws of the State of Maryland (the “Borrower”), WACHOVIA CAPITAL MARKETS, LLC, as Arranger (the “Arranger”), WACHOVIA INVESTMENT HOLDINGS, LLC, as Agent, and each of the financial institutions initially a signatory hereto together with their assignees pursuant to Section 12.5.(d).
SEVERANCE AGREEMENTSeverance Agreement • October 12th, 2004 • Heritage Property Investment Trust Inc • Real estate investment trusts • Massachusetts
THIS SEVERANCE AGREEMENT (this "Agreement") is made as of this 13th day of February 2004, between Heritage Property Investment Trust, Inc., a corporation organized under the State of Maryland and having its principal place of business at 535 Boylston Street, Boston, Massachusetts 02116 (the "Company") and Patrick O'Sullivan of Hanover, Massachusetts (the "Executive").
Exhibit 10.18 SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT This Second Amended and Restated Stockholders Agreement (this "AGREEMENT") dated as of March [__], 2002, is by and among (i) Heritage Property Investment Trust, Inc., a Maryland...Stockholders Agreement • March 13th, 2002 • Heritage Property Investment Trust Inc • Real estate investment trusts • Maryland
AGREEMENTAgreement • September 13th, 2005 • Heritage Property Investment Trust Inc • Real estate investment trusts
THIS AGREEMENT (this “Agreement”) is made as of this 12th day of September, 2005, between Heritage Property Investment Trust, Inc., a corporation organized under the State of Maryland and having its principal place of business at 131 Dartmouth Street, Boston, Massachusetts 02116 (the “Company”), and Patrick O’Sullivan of Hanover, Massachusetts (the “Executive”).
AGREEMENTAgreement • September 13th, 2005 • Heritage Property Investment Trust Inc • Real estate investment trusts
THIS AGREEMENT (this “Agreement”) is made as of this 12th day of September, 2005, between Heritage Property Investment Trust, Inc., a corporation organized under the State of Maryland and having its principal place of business at 131 Dartmouth Street, Boston, Massachusetts 02116 (the “Company”), and Bruce Anderson of Newton, Massachusetts (the “Executive”).
EXHIBIT 10.19 PRUDENTIAL INVESTMENT MANAGEMENT, INC. PRUDENTIAL INVESTMENT MANAGEMENT SERVICES LLC Dated as of March __, 2002 Heritage Property Investment Trust, Inc. 535 Boylston Street Boston, MA 02116 Re: Prudential Advisory Services Ladies and...Heritage Property Investment Trust Inc • March 13th, 2002 • Real estate investment trusts
BY AND AMONGAnd Redemption Agreement • October 7th, 2003 • Heritage Property Investment Trust Inc • Real estate investment trusts • Maryland
FIFTH AMENDMENT of the EMPLOYMENT AGREEMENT between THOMAS C. PRENDERGAST and HERITAGE PROPERTY INVESTMENT TRUST, INC.Employment Agreement • July 12th, 2006 • Heritage Property Investment Trust Inc • Real estate investment trusts
This agreement (the “Agreement”), dated this 9th day of July 2006, is by and between Heritage Property Investment Trust, Inc., a corporation organized under the laws of the State of Maryland and having its principal place of business at 131 Dartmouth Street, Boston, Massachusetts 02116 (the “Company”), and Thomas C. Prendergast, an individual currently residing at 62 Jack Pine Drive, Sudbury, Massachusetts 01776 (the “Executive”):
Heritage Property Investment Trust, Inc. 131 Dartmouth Street Boston, MA 02116Heritage Property Investment Trust Inc • October 12th, 2004 • Real estate investment trusts • Massachusetts
As we discussed with respect to your departure from Heritage Property Investment Trust, Inc., its affiliates and subsidiaries ("Heritage"), your employment with Heritage will end effective July 2, 2004 (the "Separation Date"). The purpose of this letter is to set forth our agreement with respect to your separation (the "Agreement"). This Agreement is intended to provide you with benefits substantially equivalent to those you would have received pursuant to the form of Severance Agreement you were provided but did not execute prior to the Separation Date. This Agreement is in lieu of that Severance Agreement and supercedes it in all respects.
AGREEMENTAgreement • May 6th, 2005 • Heritage Property Investment Trust Inc • Real estate investment trusts
THIS AGREEMENT (this “Agreement”) is made as of this 6th day of May, 2005, between Heritage Property Investment Trust, Inc., a corporation organized under the State of Maryland and having its principal place of business at 131 Dartmouth Street, Boston, Massachusetts 02116 (the “Company”), and Robert G. Prendergast of 70 Alpine Drive, Holliston, Massachusetts (the “Executive”).
Exhibit 10.17 PIMS INDEMNIFICATION LETTER PRUDENTIAL INVESTMENT MANAGEMENT SERVICES LLC 8 Campus Drive Parsippany, New Jersey 07054 Ladies and Gentlemen: In connection with the engagement agreement, dated the date hereof, between Prudential Investment...Heritage Property Investment Trust Inc • September 7th, 2001
In connection with the engagement agreement, dated the date hereof, between Prudential Investment Management Services, LLC ("PIMS") and Heritage Realty Trust, Inc. (the "Company"), the Company agrees to indemnify and hold harmless PIMS and its affiliates, their respective directors, officers, controlling persons (within the meaning of Section 15 of the Securities Act of 1933, as amended, or Section 20(a) of the Securities Exchange Act of 1934, as amended), if any, agents and employees (collectively, "Indemnified Persons" and individually, an "Indemnified Person") from and against any and all actions, claims, suits, proceedings, liabilities, losses, damages and expenses incurred, joint or several (collectively, "Claims"), by any Indemnified Person (including reasonable fees and disbursements of one counsel for PIMS and the Indemnified Persons ) which are related to or arise from PIMS' engagement by the Company under that engagement agreement dated as of the date hereof, including Claims
EXHIBIT 99.2 BRADLEY OPERATING LIMITED PARTNERSHIP AMENDMENT TO THE SECOND RESTATED AGREEMENT OF LIMITED PARTNERSHIP This Amendment to the Second Restated Agreement of Limited Partnership of Bradley Operating Limited Partnership, dated May 17, 2002...Heritage Property Investment Trust Inc • June 5th, 2002 • Real estate investment trusts
FLEET NATIONAL BANK Administrative AgentRevolving and Term Credit Agreement • September 7th, 2001 • Heritage Property Investment Trust Inc • Massachusetts
Exhibit 10.19 SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT This Second Amended and Restated Stockholders Agreement (this "AGREEMENT") dated as of April 29, 2002, is by and among (i) Heritage Property Investment Trust, Inc., a Maryland...Stockholders Agreement • October 7th, 2003 • Heritage Property Investment Trust Inc • Real estate investment trusts • Maryland
Heritage Property Investment Trust, Inc. $150,000,000 4.50% Notes due 2009 PURCHASE AGREEMENTHeritage Property Investment Trust Inc • October 13th, 2004 • Real estate investment trusts • New York
Heritage Property Investment Trust, Inc., a Maryland corporation (the "Company"), Heritage Property Investment Limited Partnership, a Delaware limited partnership ("Heritage OP") and Bradley Operating Limited Partnership, a Delaware limited partnership ("Bradley OP," and, together with Heritage OP, the "Guarantors"), hereby confirm their agreement with Deutsche Bank Securities Inc., UBS Securities LLC and Wachovia Capital Markets, LLC and (the "Initial Purchasers"), as set forth below.
Exhibit 10.5 BRADLEY OPERATING LIMITED PARTNERSHIP AMENDMENT TO SECOND RESTATED AGREEMENT OF LIMITED PARTNERSHIP RELATING TO 8.875% SERIES C CUMULATIVE REDEEMABLE PERPETUAL PREFERRED UNITS This Amendment to Second Restated Agreement of Limited...Heritage Property Investment Trust Inc • September 7th, 2001
THIRD AMENDMENT OF THE EMPLOYMENT AGREEMENT BETWEEN THOMAS C. PRENDERGAST AND HERITAGE PROPERTY INVESTMENT TRUST, INC.Employment Agreement • August 6th, 2002 • Heritage Property Investment Trust Inc • Real estate investment trusts
Exhibit 10.3 BRADLEY OPERATING LIMITED PARTNERSHIP AMENDMENT TO SECOND RESTATED AGREEMENT OF LIMITED PARTNERSHIP ESTABLISHING AND FIXING THE RIGHTS, LIMITATIONS AND PREFERENCES OF 8.4% SERIES A CONVERTIBLE PREFERRED UNITS This Amendment to the Second...Heritage Property Investment Trust Inc • September 7th, 2001
FOURTH AMENDMENT of the EMPLOYMENT AGREEMENT between THOMAS C. PRENDERGAST and HERITAGE PROPERTY INVESTMENT TRUST, INC.Employment Agreement • January 5th, 2006 • Heritage Property Investment Trust Inc • Real estate investment trusts
This agreement (the “Agreement”), dated this 30th day of December, 2005, is by and between Heritage Property Investment Trust, Inc., a corporation organized under the laws of the State of Maryland and having its principal place of business at 131 Dartmouth Street, Boston, Massachusetts 02116 (the “Company”), and Thomas C. Prendergast, an individual currently residing at 62 Jack Pine Drive, Sudbury, Massachusetts 01776 (the “Executive”):
PURCHASE AND SALE CONTRACTPurchase and Sale Contract • January 6th, 2005 • Heritage Property Investment Trust Inc • Real estate investment trusts • Tennessee
THIS AGREEMENT (the “Contract”) made as of this September 29, 2004, by and between L & G DEVELOPMENT, LLC (“L&G”), WOLFCREEK I, LLC (“Wolfcreek I”), WOLFCREEK II, LLC (“Wolfcreek II”), and WOLFCREEK III, LLC (“Wolfcreek III”), all having an office address at c/o Trezevant Realty Corporation, 9063 Corporate Gardens Drive, Germantown, Tennessee, 38138 (hereinafter collectively referred to as “Seller”) and HERITAGE PROPERTY ACQUISITION, LLC, a Delaware limited liability company having an office at c/o Heritage Property Investment Trust Inc., 131 Dartmouth Street, Boston, Massachusetts, 02116, and its assigns (hereinafter individually and collectively referred to as “Buyer”).
Exhibit 10.4 BRADLEY OPERATING LIMITED PARTNERSHIP AMENDMENT TO SECOND RESTATED AGREEMENT OF LIMITED PARTNERSHIP RELATING TO 8.875% SERIES B CUMULATIVE REDEEMABLE PERPETUAL PREFERRED UNITS This Amendment to Second Restated Agreement of Limited...Heritage Property Investment Trust Inc • September 7th, 2001
Heritage Property Investment Trust, Inc. 535 Boylston Street Boston, MA 02116Heritage Property Investment Trust Inc • August 4th, 2003 • Real estate investment trusts • Massachusetts
As we discussed with respect to your departure from Heritage Property Investment Trust, Inc., its affiliates and subsidiaries (“Heritage”), your employment with Heritage will end effective September 1, 2003 (the “Separation Date”). The purpose of this letter is to resolve all outstanding issues and set forth our agreement with respect to your separation (the “Agreement”). This Agreement is intended to supersede and replace in all respects the Severance Agreement, between Heritage and you, dated as of August 28, 2002 (the “Severance Agreement”). Any defined terms used herein that are not defined herein are to have the meanings given to those terms in the Severance Agreement.
