41,841,021.29 December 23, 1997 For value received, FPR HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership, having its principal place of business at c/o Donatelli & Klein Inc., Artery Plaza, 7200 Wisconsin Avenue, Suite 310, Bethesda,...First Potomac Realty Trust • September 2nd, 2003 • Real estate investment trusts
ARTICLE III REPRESENTATIONS AND WARRANTIESContribution Agreement • September 2nd, 2003 • First Potomac Realty Trust • Real estate investment trusts • Maryland
EXHIBIT 10.8 FIXED RATE NOTEFirst Potomac Realty Trust • September 2nd, 2003 • Real estate investment trusts
Loan No. V_08893 FIXED RATE NOTEFirst Potomac Realty Trust • September 2nd, 2003 • Real estate investment trusts • Virginia
FIRST POTOMAC REALTY TRUST Common Shares of Beneficial Interest (par value $.001 per share) FORM OF UNDERWRITING AGREEMENT ______________________ Ferris, Baker Watts, Incorporated McDonald Investments, Inc., a KeyCorp Company Advest, Inc. J. J. B....First Potomac Realty Trust • October 14th, 2003 • Real estate investment trusts • Maryland
Loan No. V_33127 NOTEFirst Potomac Realty Trust • September 2nd, 2003 • Real estate investment trusts • Virginia
OFFirst Potomac Realty Trust • October 1st, 2003 • Real estate investment trusts • Delaware
Loan No. V_05536 FIXED RATE NOTEFirst Potomac Realty Trust • September 2nd, 2003 • Real estate investment trusts
EXHIBIT 10.27 CONTRACT OF SALE THIS CONTRACT OF SALE (hereinafter "Contract") is made and executed in duplicate as of the _____ day of September, 2003, (being the date that both Seller and Purchaser shall have executed this Contract and being...Contract of Sale • September 23rd, 2003 • First Potomac Realty Trust • Real estate investment trusts • Virginia
EXHIBIT 10.9 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Kurt van Engen, Esq. Tax Map No.: 099-3-01-0042 Sidley Austin Brown & Wood LLP 1501 K Street, N.W. Washington, D.C. 20005 Amount Secured Hereby: $43,950,000.00 Prepared outside the...First Potomac Realty Trust • September 2nd, 2003 • Real estate investment trusts
to RICHARD W. KLEIN, JR., as trustee (Trustee)Trust and Security Agreement • September 2nd, 2003 • First Potomac Realty Trust • Real estate investment trusts • Virginia
AGREEMENTAgreement • October 1st, 2003 • First Potomac Realty Trust • Real estate investment trusts • Maryland
FIRST POTOMAC REALTY TRUST 3,000,000 SHARES CONTROLLED EQUITY OFFERINGSM SALES AGREEMENTSales Agreement • November 14th, 2008 • First Potomac Realty Trust • Real estate investment trusts • New York
FIRST POTOMAC REALTY TRUST, a Maryland real estate investment trust corporation (the “Company”), and FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP, a Delaware limited partnership, the sole general partner of which is the Company (the “Operating Partnership”), confirm their agreement (this “Agreement”) with Cantor Fitzgerald & Co. (“CF&Co”), as follows:
Kurt van Engen, Esq. Tax Map Nos.: 0280000001260 Sidley Austin Brown & Wood LLP 0280000000700 1501 K Street, N.W. 0280000000751 Washington, D.C. 20005 Amount Secured Hereby: $43,950,000.00 Prepared outside the Commonwealth of Virginia: DEED OF TRUST,...First Potomac Realty Trust • September 2nd, 2003 • Real estate investment trusts
RECITALS:Deed of Trust and Security Agreement • September 2nd, 2003 • First Potomac Realty Trust • Real estate investment trusts • Virginia
EMPLOYMENT AGREEMENTEmployment Agreement • February 17th, 2005 • First Potomac Realty Trust • Real estate investment trusts • Maryland
THIS EMPLOYMENT AGREEMENT (the “Agreement”) entered into as of February 14, 2005, by and between First Potomac Realty Investment Limited Partnership, a Delaware limited partnership, (the “Company”) and Joel F. Bonder (“Executive”).
EXHIBIT 10.2 [Note: Exhibit 10.3 is being filed as a form of the Deed of Trust, Assignment of Leases and Rents and Security Agreement entered into with respect to each of the four properties secured by the loan provided by Credit Suisse First Boston...And Security Agreement • October 1st, 2003 • First Potomac Realty Trust • Real estate investment trusts
FIRST POTOMAC REALTY TRUST Common Shares of Beneficial Interest (par value $.001 per share) UNDERWRITING AGREEMENT September 24, 2008First Potomac Realty Trust • September 30th, 2008 • Real estate investment trusts • Maryland
KeyBanc Capital Markets Inc. As representative of the several Underwriters KeyBank Center 800 Superior Avenue Cleveland, Ohio 44114
MORGAN GUARANTY TRUST COMPANY OF NEW YORK, as beneficiary (Lender)Escrow Agreement • September 2nd, 2003 • First Potomac Realty Trust • Real estate investment trusts • Virginia
EXECUTIVE EMPLOYMENT AGREEMENTRestricted Share Agreement • January 19th, 2016 • First Potomac Realty Trust • Real estate investment trusts • Maryland
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of January 13, 2016, by and between First Potomac Realty Investment Limited Partnership, a Delaware limited partnership (the “Company”), First Potomac Realty Trust, a Maryland real estate investment trust (the “Trust”), and Andrew Blocher (the “Executive”) and shall be effective as of such date.
125,000,000 AGGREGATE PRINCIPAL AMOUNT FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP Registration Rights Agreement dated December 11, 2006Registration Rights Agreement • December 12th, 2006 • First Potomac Realty Trust • Real estate investment trusts • New York
REGISTRATION RIGHTS AGREEMENT, dated as of December 11, 2006, among First Potomac Realty Investment Limited Partnership, a Delaware limited partnership (the “Operating Partnership”), First Potomac Realty Trust, a Maryland real estate investment trust (the “Company”), Wachovia Capital Markets, LLC as representative (the “Representative”) of the several initial purchasers (the “Initial Purchasers”) under the Purchase Agreement (as defined below).
ARTICLE I AMENDMENTS TO LOAN AGREEMENTSecured Term Loan Agreement • October 6th, 2011 • First Potomac Realty Trust • Real estate investment trusts • New York
This SECURED TERM LOAN AGREEMENT (this “Agreement”) is made as of the 7th day of August, 2007, by and among FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP, a Delaware limited partnership (the “Borrower” or “FPLP”), having its principal place of business at 7600 Wisconsin Avenue, 11th Floor, Bethesda, Maryland 20814; KEYBANK NATIONAL ASSOCIATION (“KeyBank”), having a principal place of business at 127 Public Square, Cleveland, Ohio 44114 and the other lending institutions which are as of the date hereof or may become parties hereto pursuant to §20 (individually, a “Lender” and collectively, the “Lenders”); and KEYBANK, as administrative agent for itself and each other Lender (the “Agent”); and KEYBANC CAPITAL MARKETS INC., as Sole Lead Arranger and Sole Book Manager.
FIRST POTOMAC REALTY TRUST RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 30th, 2012 • First Potomac Realty Trust • Real estate investment trusts • Maryland
THIS RESTRICTED STOCK AGREEMENT, is entered into as of May 23, 2012 (the “Agreement”), by and between, First Potomac Realty Trust, a Maryland real estate investment trust (the “Company”), and (the “Recipient”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings set forth in the First Potomac Realty Trust 2009 Equity Compensation Plan (the “Plan”).
AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • April 28th, 2006 • First Potomac Realty Trust • Real estate investment trusts
This AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT is made as of the 26th day of April, 2006, by and among FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP, a Delaware limited partnership (“FPLP”) and the Wholly-Owned Subsidiaries (defined below) which are listed on Schedule 1 hereto (as such Schedule 1 may be (or may be deemed to be) amended from time to time (FPLP and any such Wholly-Owned Subsidiary being hereinafter referred to collectively as the “Borrower” unless referred to in their individual capacities), having their principal place of business at 7600 Wisconsin Avenue, 11th Floor, Bethesda, Maryland 20814; KEYBANK NATIONAL ASSOCIATION (“KeyBank”), having a principal place of business at 127 Public Square, Cleveland, Ohio 44114, WACHOVIA BANK, NATIONAL ASSOCIATION, WELLS FARGO NATIONAL ASSOCIATION, BANK OF MONTREAL and the other lending institutions which are as of the date hereof or may become parties hereto pursuant to §20 (individually, a “Lender” and collectively, the
FIRST POTOMAC REALTY TRUST 7.750% Series A Cumulative Redeemable Perpetual Preferred Shares of Beneficial Interest (par value $.001 per share) UNDERWRITING AGREEMENT January 12, 2011Note Purchase Agreement • January 14th, 2011 • First Potomac Realty Trust • Real estate investment trusts • Maryland
INTRODUCTORY. First Potomac Realty Trust, a Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 4,000,000 of its 7.750% Series A Cumulative Redeemable Perpetual Preferred Shares (the “Firm Shares”) of beneficial interest, par value $.001 per share (the “Preferred Shares”). In addition, the Company has granted to the Underwriters an option to purchase up to an additional 600,000 Preferred Shares (the “Option Shares”), as provided in Section 2. The Firm Shares and, if and to the extent such option is exercised, the Option Shares are collectively called the “Shares.” Wells Fargo Securities, LLC (“Wells Fargo”) has agreed to act as the representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Shares.
FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP 7600 Wisconsin Avenue, 11th Floor Bethesda, Maryland 20814First Potomac Realty Trust • August 9th, 2011 • Real estate investment trusts
We refer to the Second Amended and Restated Revolving Credit Agreement dated as of December 29, 2009 (as amended by Amendment No. 1 dated May 14, 2010 and as further modified by the Commitment Increase Agreement, dated June 1, 2010, and as in effect from time to time, the “Credit Agreement”), by and among FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP, a Delaware limited partnership, and certain of its Wholly-owned Subsidiaries (collectively, the “Borrowers”), KEYBANK NATIONAL ASSOCIATION and the other lending institutions which are parties thereto (individually, a “Lender” and collectively, the “Lenders”), KEYBANK NATIONAL ASSOCIATION, as administrative agent for itself and each other Lender (the “Agent”) and certain other parties. Capitalized terms used in this letter of agreement (this “Amendment”) which are not defined herein, but which are defined in the Credit Agreement, shall have the same meanings herein as therein, as the context so requires.
FIRST POTOMAC REALTY TRUST FORM OF RESTRICTED SHARE AGREEMENTRestricted Share Agreement • March 1st, 2013 • First Potomac Realty Trust • Real estate investment trusts • Maryland
This RESTRICTED SHARE AGREEMENT, is entered into on , 20 (the “Agreement”), by and between, First Potomac Realty Trust, a Maryland real estate investment trust (the “Company”), and the individual named above (the “Recipient”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings set forth in the First Potomac Realty Trust 2009 Equity Compensation Plan, as amended (the “Plan”).
Separation of Employment Agreement and General ReleaseSeparation of Employment Agreement and General Release • November 9th, 2015 • First Potomac Realty Trust • Real estate investment trusts • Maryland
THIS SEPARATION OF EMPLOYMENT AGREEMENT AND GENERAL RELEASE (this “Agreement”) is made as of this 8th day of November, 2015, by and between First Potomac Realty Investment Limited Partnership (the “Company”) and Nicholas R. Smith (“Executive”).
AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • May 27th, 2004 • First Potomac Realty Trust • Real estate investment trusts • Virginia
THIS AGREEMENT OF PURCHASE AND SALE (“Agreement”) is made and entered into as of the 12th day of March, 2004 (the “Effective Date”), by and between AQUIA COMMERCE CENTER II, L.C., a Virginia limited liability company (“Seller”), and FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP, a Delaware limited partnership, or its permitted assigns (collectively “Purchaser”).
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 28th, 2011 • First Potomac Realty Trust • Real estate investment trusts • Maryland
This RESTRICTED STOCK AGREEMENT, is entered into on February 22, 2011 (the “Agreement”), by and between, First Potomac Realty Trust, a Maryland real estate investment trust (the “Company”), and _______________ (the “Recipient”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings set forth in the First Potomac Realty Trust 2009 Equity Compensation Plan, as amended (the “Plan”).
AGREEMENT AND PLAN OF MERGER AMONG GOVERNMENT PROPERTIES INCOME TRUST, GOV NEW OPPTY REIT, GOV NEW OPPTY LP, FIRST POTOMAC REALTY TRUST, AND FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP DATED AS OF JUNE 27, 2017Agreement and Plan of Merger • June 28th, 2017 • First Potomac Realty Trust • Real estate investment trusts • Maryland
THIS AGREEMENT AND PLAN OF MERGER, dated as of June 27, 2017 (this “Agreement”), is by and among GOVERNMENT PROPERTIES INCOME TRUST, a Maryland real estate investment trust (“Parent”), GOV NEW OPPTY REIT, a Maryland real estate investment trust and a wholly owned subsidiary of Parent (“REIT Merger Sub”), GOV NEW OPPTY LP, a Delaware limited partnership and a majority owned subsidiary of REIT Merger Sub and a wholly owned subsidiary of Parent (“Partnership Merger Sub”), FIRST POTOMAC REALTY TRUST, a Maryland real estate investment trust (the “Company”) and FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP, a Delaware limited partnership and a majority owned subsidiary of the Company (“Company LP”). Each of Parent, REIT Merger Sub, Partnership Merger Sub, the Company and Company LP is sometimes referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in Article 1.
FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP 7600 Wisconsin Avenue, 11th Floor Bethesda, Maryland 20814First Potomac Realty Trust • August 9th, 2011 • Real estate investment trusts
We refer to the Secured Term Loan Agreement dated as of August 7, 2007 (as amended and in effect from time to time, the “Credit Agreement”), by and among FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP, a Delaware limited partnership (the “Borrower”), KEYBANK NATIONAL ASSOCIATION and the other lending institutions which are parties thereto (individually, a “Lender” and collectively, the “Lenders”), and KEYBANK NATIONAL ASSOCIATION, as administrative agent for itself and each other Lender (the “Agent”). Capitalized terms used in this letter of agreement (this “Amendment”) which are not defined herein, but which are defined in the Credit Agreement, shall have the same meanings herein as therein, as the context so requires.
FIRST POTOMAC REALTY TRUSTNonqualified Share Option Agreement • March 1st, 2013 • First Potomac Realty Trust • Real estate investment trusts • Maryland
This SHARE OPTION AGREEMENT, dated as of January , 20 (the “Date of Grant”) is delivered by First Potomac Realty Trust (the “Trust”) to the individual named above (the “Grantee”).
Exhibit 10.2 LOAN AGREEMENT THIS LOAN AGREEMENT, dated as of December 23, 1997 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this "AGREEMENT"), between Credit Suisse First Boston Mortgage Capital LLC, a...Loan Agreement • September 2nd, 2003 • First Potomac Realty Trust • Real estate investment trusts • New York
GUARANTYGuaranty • October 22nd, 2013 • First Potomac Realty Trust • Real estate investment trusts • New York
THIS GUARANTY dated as of October 16, 2013, executed and delivered by each of the undersigned and the other Persons from time to time party hereto pursuant to the execution and delivery of an Accession Agreement (as defined below) (all of the undersigned, together with such other Persons each a “Guarantor” and collectively, the “Guarantors”) in favor of KEYBANK NATIONAL ASSOCIATION, in its capacity as Administrative Agent (the “Administrative Agent”) for the Lenders under that certain Amended and Restated Revolving Credit Agreement dated as of October 16, 2013 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among First Potomac Realty Investment Limited Partnership, as Borrower, First Potomac Realty Trust, as Parent, the financial institutions party thereto as Lenders and their assignees under Section 12.6. thereof (the “Lenders”), KeyBank National Association, as Administrative Agent, Swingline Lender and Issuing Bank. The Sp
