WELSH PROPERTY TRUST, INC. [___] Shares Common Stock ($0.01 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • April 12th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • New York
UBS Securities LLC J.P. Morgan Securities Inc. as Managing Underwriters c/o UBS Securities LLC 299 Park Avenue New York, New York 10171-0026
CONTRIBUTION AGREEMENT DATED AS OF FEBRUARY 23, 2010 BY AND BETWEEN WELSH MIDWEST REAL ESTATE FUND, LLC AND WELSH PROPERTY TRUST, L.P.Contribution Agreement • May 11th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WELSH PROPERTY TRUST, L.P. (the “Partnership”), dated as of [ ], 20 (the “Agreement”), is made and entered into by and among Welsh Property Trust, LLC, a Delaware limited liability company (the “Managing General Partner”), Welsh Property Trust, Inc., a Maryland corporation (the “Special Limited Partner”), and any additional limited partner or general partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.
WELSH PROPERTY TRUST, INC. EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • May 21st, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Minnesota
THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into , by and between Welsh Property Trust, Inc., a corporation duly organized and existing under the laws of the State of Maryland, with a place of business at 4530 Baker Road, Suite 400, Minnetonka, Minnesota (hereinafter referred to as the “Company”), and Scott T. Frederiksen, a resident of (hereinafter referred to as “Executive”).
WELSH PROPERTY TRUST, INC. RESTRICTED SHARES AWARD AGREEMENTRestricted Shares Award Agreement • May 11th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts
RESTRICTED SHARES AWARD AGREEMENT dated as of , 2010, between Welsh Property Trust, Inc., a Maryland corporation (“Welsh”) and Scott T. Frederiksen, an employee (the “Employee” or “Participant”) of Welsh, its subsidiaries, divisions, and affiliated businesses (the “Company”).
WELSH PROPERTY TRUST, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • May 21st, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts
RESTRICTED STOCK UNIT AWARD AGREEMENT dated as of , 2010, between Welsh Property Trust, Inc., a Maryland corporation (“Welsh”) and Jean V. Kane, an employee (the “Employee” or “Participant”) of Welsh, its subsidiaries, divisions, and affiliated businesses (the “Company”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 21st, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS REGISTRATION RIGHTS AGREEMENT is entered into as of ______ ___, 2010 by and among Welsh Property Trust, Inc., a Maryland corporation (the “Company”), and the holders listed on Schedule I hereto (each an “Initial Holder” and, collectively, the “Initial Holders”).
SECOND AMENDMENT TO CONTRIBUTION AGREEMENTContribution Agreement • June 28th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS SECOND AMENDMENT TO CONTRIBUTION AGREEMENT (this “Amendment”) is made and entered into as of June 25, 2010, by and among Welsh Property Trust, L.P. (the “Operating Partnership”) and those parties listed on the signature page hereto (each such party, a “Contributor” and, collectively, the “Contributors”).
FIRST AMENDMENT TO CONTRIBUTION AGREEMENTContribution Agreement • May 21st, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS FIRST AMENDMENT TO CONTRIBUTION AGREEMENT (the “Amendment”) is made and entered into as of May 18, 2010, by and between Welsh Property Trust, Inc., a Maryland corporation (the “Contributor”) and Welsh Property Trust, L.P., a Delaware limited partnership (the “Operating Partnership”).
INDEMNIFICATION AGREEMENTPersonal Guaranty Agreement • May 21st, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of this ___day of May, 2010 by and among WELSH PROPERTY TRUST, L.P., a Delaware limited partnership (the “Indemnitor”), as indemnitor, in favor of the individuals and entities identified on Exhibit A attached hereto (each, an “Indemnitee” and collectively, the “Indemnitees”), as indemnitee.
THIRD AMENDMENT TO CONTRIBUTION AGREEMENTContribution Agreement • June 28th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS THIRD AMENDMENT TO CONTRIBUTION AGREEMENT (the “Amendment”) is made and entered into as of June 21, 2010, by and among Welsh Enterprises, LLC (“Welsh Enterprises”), Welsh Holdings, LLC (“Welsh Holdings”), Welsh Ventures, LLC (“Welsh Ventures”), and Welsh Property Trust, L.P. (the “Operating Partnership”).
CONTRIBUTION AGREEMENT DATED AS OF FEBRUARY ___, 2010 BY AND AMONG THE PARTNERS OR MEMBERS OF AND WELSH PROPERTY TRUST, L.P.Contribution Agreement • March 3rd, 2010 • Welsh Property Trust, Inc. • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into by and among Welsh Property Trust, L.P., a Delaware limited partnership and subsidiary of the REIT (defined below) (the “Operating Partnership”), and those parties listed on the signature page hereto (each such party a “Contributor” and, collectively, the “Contributors”), and shall be effective as of the date accepted by the Operating Partnership, as set forth on the signature page hereto (the “Effective Date”).
FIRST AMENDMENT TO REPRESENTATIONS AND WARRANTY AGREEMENTRepresentations and Warranty Agreement • May 21st, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS FIRST AMENDMENT TO REPRESENTATIONS AND WARRANTY AGREEMENT (the “Amendment”) is made and entered into as of May 18, 2010, by and among Welsh Property Trust, Inc., a Maryland corporation (the “REIT”), and Welsh Property Trust, L.P., a Delaware limited partnership and subsidiary of the REIT (the “Operating Partnership”, and collectively with the REIT, the “Consolidated Entities”) on the one hand, and Dennis J. Doyle, Scott T. Frederiksen and Jean V. Kane on the other hand (such individuals collectively, the “Principals”).
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF Welsh Property Trust, L.P. a Delaware limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE...Agreement • April 12th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WELSH PROPERTY TRUST, L.P. (the “Partnership”), dated as of [ ], 20___ (the “Agreement”), is made and entered into by and among Welsh Property Trust, LLC, a Delaware limited liability company (the “Managing General Partner”), Welsh Property Trust, Inc., a Maryland corporation (the “Special Limited Partner”), and any additional limited partner or general partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.
FIRST AMENDMENT TO CONTRIBUTION AGREEMENTContribution Agreement • June 3rd, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS FIRST AMENDMENT TO CONTRIBUTION AGREEMENT (the “Amendment”) is made and entered into as of June 2, 2010, by and between Welsh Property Trust, L.P. (the “Operating Partnership”) and the party listed on the signature page hereto (the “Contributor”).
REPRESENTATIONS AND WARRANTY AGREEMENTRepresentations and Warranty Agreement • April 12th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
This REPRESENTATIONS AND WARRANTY AGREEMENT (this “Agreement”) is made and entered into as of March 3, 2010 (the “Effective Date”), by and among Welsh Property Trust, Inc., a Maryland corporation (the “REIT”), and Welsh Property Trust, L.P., a Delaware limited partnership and subsidiary of the REIT (the “Operating Partnership”, and collectively with the REIT, the “Consolidated Entities”) on the one hand, and Dennis J. Doyle, Scott T. Frederiksen and Jean V. Kane on the other hand (such individuals collectively, the “Principals”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 14th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of this ___day of May, 2010 by and among WELSH PROPERTY TRUST, L.P., a Delaware limited partnership (the “Indemnitor”), as indemnitor, in favor of the individuals and entities identified on Exhibit A attached hereto (each, an “Indemnitee” and collectively, the “Indemnitees”), as indemnitee.
SECOND AMENDMENT TO CONTRIBUTION AGREEMENTContribution Agreement • June 3rd, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS SECOND AMENDMENT TO CONTRIBUTION AGREEMENT (the “Amendment”) is made and entered into as of June 2, 2010, by and among Welsh Enterprises, LLC (“Welsh Enterprises”), Welsh Holdings, LLC (“Welsh Holdings”), Welsh Ventures, LLC (“Welsh Ventures”), and Welsh Property Trust, L.P. (the “Operating Partnership”).
AGREEMENTAgreement • April 12th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Minnesota
THIS AGREEMENT (the “Agreement”), dated as of , 2010, is made by and between Mogul Financial Group, Ltd., a Minnesota corporation (“Mogul”), and Welsh Companies, LLC, a Delaware limited liability company (“Welsh”). Mogul and Welsh are sometimes collectively referred to as the “Parties,” and individually referred to as a “Party.”
SECOND AMENDMENT TO CONTRIBUTION AGREEMENTContribution Agreement • June 28th, 2010 • Welsh Property Trust, Inc. • Real estate investment trusts • Delaware
THIS FIRST AMENDMENT TO CONTRIBUTION AGREEMENT (the “Amendment”) is made and entered into as of June 21, 2010, by and between Welsh Property Trust, Inc., a Maryland Corporation (the “Contributor”) and Welsh Property Trust, L.P., a Delaware limited partnership (the “Operating Partnership”).
