Trade Street Residential, Inc. Sample Contracts

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RECITALS
Operating Agreement • October 22nd, 2004 • Feldman Mall Properties, Inc. • Real estate investment trusts • Arizona
RECITALS:
Contribution Agreement • October 22nd, 2004 • Feldman Mall Properties, Inc. • Real estate investment trusts • Delaware
BY AND BETWEEN
Purchase and Sale Agreement • November 15th, 2004 • Feldman Mall Properties, Inc. • Real estate investment trusts • New York
RECITALS:
Subscription Agreement • October 22nd, 2004 • Feldman Mall Properties, Inc. • Real estate investment trusts • Delaware
INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 12th, 2014 • Trade Street Residential, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the 11th day of February, 2014, by and between Trade Street Residential, Inc., a Maryland corporation (the “Company”), and Evan Gartenlaub (“Indemnitee”).

BY AND AMONG
Registration Rights Agreement • December 15th, 2004 • Feldman Mall Properties, Inc. • Real estate investment trusts • New York
LIMITED PARTNERSHIP AGREEMENT OF FELDMAN LUBERT ADLER HARRISBURG LP
Limited Partnership Agreement • December 7th, 2004 • Feldman Mall Properties, Inc. • Real estate investment trusts • Pennsylvania
FORM OF AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF FELDMAN EQUITIES OPERATING PARTNERSHIP LP
Feldman Mall Properties, Inc. • December 15th, 2004 • Real estate investment trusts • Delaware
FORM OF
Feldman Mall Properties, Inc. • December 15th, 2004 • Real estate investment trusts • Virginia
CREDIT AGREEMENT Dated as of January 31, 2014 by and among TRADE STREET OPERATING PARTNERSHIP, LP,
Credit Agreement • February 5th, 2014 • Trade Street Residential, Inc. • Real estate investment trusts • New York

THIS CREDIT AGREEMENT (this “Agreement”) dated as of January 31, 2014 by and among TRADE STREET OPERATING PARTNERSHIP, LP, a limited partnership formed under the laws of the State of Delaware (the “Borrower”), TRADE STREET RESIDENTIAL, INC., a corporation formed under the laws of the State of Maryland (the “Parent”), each of the financial institutions initially a signatory hereto together with their successors and assignees under Section 13.5. (the “Lenders”), and REGIONS BANK, as Administrative Agent (the “Administrative Agent”), with REGIONS CAPITAL MARKETS, LLC, as sole Lead Arranger and sole Bookrunner (in such capacities, the “Arranger”).

SECOND AMENDMENT TO LIMITED PARTNERSHIP AGREEMENT OF FELDMAN LUBERT ADLER HARRISBURG LP
Feldman Mall Properties, Inc. • December 7th, 2004 • Real estate investment trusts • Pennsylvania
THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH...
Trade Street Residential, Inc. • April 22nd, 2013 • Real estate investment trusts • Delaware

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TRADE STREET OPERATING PARTNERSHIP, LP, dated as of March 26, 2013, is entered into by and among Trade Street OP GP, LLC, a Delaware limited liability company (the “General Partner”), and the limited partners listed on Exhibit A hereto (each a “Limited Partner”).

FELDMAN MALL PROPERTIES, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 15th, 2005 • Feldman Mall Properties, Inc. • Real estate investment trusts • Maryland

This INDEMNIFICATION AGREEMENT (the “Agreement”) made and entered into this 21st day of December, 2004, by and between Feldman Mall Properties, Inc., a Maryland corporation (the “Company”), and Scott Jensen (the “Indemnitee”).

RECITALS:
Contribution and Subscription Agreement • October 22nd, 2004 • Feldman Mall Properties, Inc. • Real estate investment trusts • Arizona
INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 11th, 2014 • Trade Street Residential, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into, and is effective, as of May ____, 2014 (the “Effective Date”) by and between Trade Street Residential, Inc., a Maryland corporation (the “Company”), and _____________________ (the “Indemnitee”). See Schedule A for a list of officers and directors who have entered into this Indemnification Agreement with the Company.

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF FELDMAN EQUITIES OPERATING PARTNERSHIP, LP
Feldman Mall Properties, Inc. • August 30th, 2005 • Real estate investment trusts • Delaware
FELDMAN MALL PROPERTIES, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 15th, 2005 • Feldman Mall Properties, Inc. • Real estate investment trusts • Maryland

This INDEMNIFICATION AGREEMENT (the “Agreement”) made and entered into this 21st day of December, 2004, by and between Feldman Mall Properties, Inc., a Maryland corporation (the “Company”), and Thomas Wirth (the “Indemnitee”).

RECITALS:
Irrevocable Contribution Agreement • October 22nd, 2004 • Feldman Mall Properties, Inc. • Real estate investment trusts • Delaware
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EMPLOYMENT AGREEMENT
Employment Agreement • August 11th, 2014 • Trade Street Residential, Inc. • Real estate investment trusts • Florida

This EMPLOYMENT AGREEMENT (this “Agreement”), effective as of August 7, 2014 (the “Effective Date”), is made and entered into by and between Trade Street Residential, Inc., a Maryland corporation with its principal place of business at 19950 West Country Club Drive, Suite 800, Aventura, Florida 33180 (together with its subsidiaries, the “Company”), and Ryan Hanks, an individual resident of the State of Florida (the “Executive”).

EMPLOYMENT AGREEMENT
Employment Agreement • April 22nd, 2013 • Trade Street Residential, Inc. • Real estate investment trusts • Florida

This EMPLOYMENT AGREEMENT (this “Agreement”), effective as of , 2013 (the “Effective Date”), is made and entered into this day of , 2013, by and between Trade Street Residential, Inc., a Maryland corporation with its principal place of business at 19950 West Country Club Drive, Suite 800, Aventura, Florida 33180 (together with its subsidiaries, the “Company”), and Ryan Hanks, an individual resident of the State of North Carolina (the “Executive”).

STOCKHOLDERS AGREEMENT
Stockholders Agreement • January 21st, 2014 • Trade Street Residential, Inc. • Real estate investment trusts • New York

This STOCKHOLDERS AGREEMENT is entered into as of January 16, 2014, by and among Trade Street Residential, Inc., a Maryland corporation (the “Company”) and the investment entities managed or advised by Senator Investment Group, LP, a Delaware limited partnership (the “Adviser”), as set forth on the signature pages hereto (each, an “Investor,” and collectively, the “Investors”).

STANDBY PURCHASE AGREEMENT by and among TRADE STREET RESIDENTIAL, INC., SENATOR GLOBAL OPPORTUNITY FUND LP, and SENATOR GLOBAL OPPORTUNITY INTERMEDIATE FUND L.P. Dated as of November 12, 2013
Standby Purchase Agreement • December 19th, 2013 • Trade Street Residential, Inc. • Real estate investment trusts • New York

STANDBY PURCHASE AGREEMENT dated as of November 12, 2013 (this “Agreement”) by and among Trade Street Residential, Inc., a Maryland corporation (the “Company”), and the investment entities managed or advised by Senator Investment Group LP, a Delaware limited partnership (the “Adviser”), as set forth on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).

LOAN AGREEMENT for a loan in the amount of MADE BY AND BETWEEN TS NEW BERN, LLC, a Delaware limited liability company, successor by merger with Newbern Station Holdings, LLC and Fountains at Newbern Station, LLC, each a North Carolina limited...
Loan Agreement • September 27th, 2013 • Trade Street Residential, Inc. • Real estate investment trusts • Illinois

THIS LOAN AGREEMENT (as amended, modified, restated, extended, waived, supplemented or replaced from time to time, this "Agreement") is dated as of September 23, 2013, is by and between Borrower and Lender. In consideration of the mutual covenants, conditions and agreements herein contained, Borrower and Lender agree as follows:

MANAGEMENT PURCHASE AGREEMENT
Management Purchase Agreement • November 12th, 2013 • Trade Street Residential, Inc. • Real estate investment trusts • New York

This MANAGEMENT PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of November 12, 2013, by and among Trade Street Residential, Inc., a Maryland corporation (the “Company”), and the undersigned Manager Purchasers (each a “Manager Purchaser” and together the “Manager Purchasers”).

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • January 27th, 2014 • Trade Street Residential, Inc. • Real estate investment trusts • North Carolina

And the Grantor covenants with the Grantee, that Grantor has done nothing to impair such title as Grantor received, and Grantor will warrant and defend the title against the lawful claims of all persons claiming by, under or through Grantor, except for those matters set forth on Exhibit B attached hereto and incorporated herein by reference. [Exhibit B shall list the Permitted Exceptions as defined in the Purchase and Sale Agreement between Grantor and Grantee]

VOTING AGREEMENT
Voting Agreement • May 11th, 2015 • Trade Street Residential, Inc. • Real estate investment trusts • Maryland

This Voting Agreement (this “Agreement”) is made and entered into as of May 11, 2015, by and between Trade Street Residential, Inc., a Maryland corporation (the “Company”) and the undersigned stockholder (the “Stockholder”) of Independence Realty Trust, Inc., a Maryland corporation (“Parent”).

VOTING AGREEMENT
Voting Agreement • November 12th, 2013 • Trade Street Residential, Inc. • Real estate investment trusts • New York

VOTING AGREEMENT (this “Agreement”), dated as of November 12, 2013, by and among the investment entities managed or advised by Senator Investment Group LP, a Delaware limited partnership, as set forth on the signature pages hereto (each, a “Backstop Investor” and collectively, the “Backstop Investors”), and Michael Baumann (the “Shareholder”). Each of the Backstop Investors and the Shareholder is referred to as a “party” and collectively as the “parties.” Capitalized terms used but not defined in this Agreement have the meanings ascribed to them in the Purchase Agreement (defined below).

RECITALS:
Recapitalization Agreement • October 22nd, 2004 • Feldman Mall Properties, Inc. • Real estate investment trusts • Delaware
Texas Loan No. 340043 RECORDING REQUESTED BY
Trust and Security Agreement • March 24th, 2014 • Trade Street Residential, Inc. • Real estate investment trusts
Guarantor)
Trade Street Residential, Inc. • January 27th, 2014 • Real estate investment trusts

This GUARANTY ("Guaranty") is executed as of the date set forth on the cover page hereof, by TRADE STREET OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“TS Partnership”) having an address at 19950 West Country Club Drive, Suite 800, Aventura, Florida 33180, and TRADE STREET RESIDENTIAL, INC., a Maryland corporation (“TSR, Inc.”), having an address at 19950 West Country Club Drive, Suite 800, Aventura, Florida 33180 (TS Partnership and TSR, Inc. are collectively referred to herein as "Guarantor") for the benefit of NEW YORK LIFE INSURANCE COMPANY, a New York mutual insurance company having an address at 51 Madison Avenue, New York, New York 10010 ("Lender").

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