INDEMNIFICATION AGREEMENTIndemnification Agreement • March 11th, 2016 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the 7th day of December, 2015, by and between American Realty Capital – Retail Centers of America, Inc., a Maryland corporation (the “Company”), and Leslie D. Michelson and Katie P. Kurtz (each, an “Indemnitee”).
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the 31st day of December, 2014, by and between American Realty Capital - Retail Centers of America, Inc., a Maryland corporation (the “Company”), and William M. Kahane, David M. Gong, Edward G. Rendell, Nicholas S. Schorsch, Kase Abusharkh, Patrick Goulding, Peter M. Budko, Nicholas Radesca, Edward M. Weil, Jr., American Realty Capital Retail Advisor, LLC, AR Capital, LLC and RCS Capital Corporation (each, an “Indemnitee”).
LOAN AGREEMENT Dated as of June 8, 2012 Between ARC LCROWTX001, LLC, as Borrower and UBS REAL ESTATE SECURITIES INC., as LenderLoan Agreement • August 8th, 2012 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of June 8, 2012 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between UBS REAL ESTATE SECURITIES INC., a Delaware corporation, having an address at 1285 Avenue of the Americas, New York, New York 10019 (together with its successors and assigns, collectively, “Lender”), and ARC LCROWTX001, LLC, a Delaware limited liability company, having an address at 106 York Road, Jenkintown, Pennsylvania 19046 (together with its permitted successors and assigns, collectively, “Borrower”).
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P. Dated as of October 24, 2014American Realty Capital - Retail Centers of America, Inc. • November 14th, 2014 • Real estate investment trusts • Delaware
THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P. (this “Agreement”) dated as of October 24, 2014, is entered into among AMERICAN REALTY CAPITAL—RETAIL CENTERS OF AMERICA, INC., a Maryland corporation, as general partner (the “General Partner”), AMERICAN REALTY CAPITAL RETAIL ADVISOR, LLC, a Delaware limited liability company, as Limited Partner (the “Initial Limited Partner”), Lincoln Retail REIT Services, LLC (“Lincoln”) and the Limited Partners party hereto from time to time.
AMERICAN REALTY CAPITAL – RETAIL CENTERS OF AMERICA, INC. UP TO 175,000,000 SHARES OF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENT March 17, 2011Exclusive Dealer Manager Agreement • August 12th, 2011 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
American Realty Capital – Retail Centers of America, Inc. (the “Company”) is a Maryland corporation that intends to qualify to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes beginning with the taxable year ending December 31, 2011, or the first year during which the Company begins material operations. The Company proposes to offer (a) up to 150,000,000 shares of its common stock, $.01 par value per share (the “Shares”), for a purchase price of $10.00 per Share (subject in certain circumstances to discounts based upon the volume of shares purchased), in the primary offering (the “Primary Offering”), and (b) up to 25,000,000 Shares for a purchase price of $9.50 per Share for issuance through the Company’s distribution reinvestment plan (the “DRP” and together with the Primary Offering, the “Offering”) (subject to the right of the Company to reallocate such Shares between the Primary Offering and the DRP), all upon the other terms and subject to the
AMERICAN REALTY CAPITAL – RETAIL CENTERS OF AMERICA, INC. FORM OF SOLICITING DEALER AGREEMENTSoliciting Dealer Agreement • December 21st, 2010 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2010 (the “Dealer Manager Agreement”), with American Realty Capital – Retail Centers of America, Inc., a Maryland corporation (the “Company”) and American Realty Capital Retail Advisor, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of: (i) up to 150,000,000 shares of the Company’s common stock, $.01 par value per share (“Common Stock”) for a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares of Common Stock purchased) (the “Primary Shares”), and (ii) up to 25,000,000 shares of Common Stock for a purchase price of $9.50 per share (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Comp
SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • August 12th, 2011 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
THIS SUBSCRIPTION ESCROW AGREEMENT dated as of March 17, 2011(this “Agreement”), is entered into among Realty Capital Securities, LLC (the “Dealer Manager”), American Realty Capital - Retail Centers of America, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
UP TO 150,000,000 SHARES OF COMMON STOCK FORM OF EXCLUSIVE DEALER MANAGER AGREEMENTEscrow Agreement • December 21st, 2010 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P. Dated as of January 14, 2014Agreement • March 11th, 2014 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • Delaware
THIS AMENDED AND RESTATEDAGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P. (this “Agreement”) dated as of January 14, 2014, is entered into among AMERICAN REALTY CAPITAL— RETAIL CENTERS OF AMERICA, INC., a Maryland corporation, as general partner (the “General Partner”), and AMERICAN REALTY CAPITAL RETAIL ADVISOR, LLC, a Delaware limited liability company, as Limited Partner (the “Initial Limited Partner”), and the Limited Partners party hereto from time to time.
LOAN AGREEMENT Dated as of March 6, 2014 between SEBRING LANDING, LLC, as Borrower, and GOLDMAN SACHS MORTGAGE COMPANY, as LenderLoan Agreement • November 14th, 2014 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
FORM OF RESTRICTED STOCK AWARD AGREEMENT PURSUANT TO THE EMPLOYEE AND DIRECTOR INCENTIVE RESTRICTED SHARE PLAN OF AMERICAN REALTY CAPITAL – RETAIL CENTERS OF AMERICA, INC.Restricted Stock Award Agreement • March 11th, 2016 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • Maryland
THIS AGREEMENT (this “Agreement”) is made as of [ ], 20[ ] (the “Grant Date”), by and between American Realty Capital – Retail Centers of America, Inc., a Maryland corporation with its principal office at 405 Park Avenue, New York, New York 10022 (the “Company”), and [participant] (the “Participant”).
GUARANTYGuaranty • November 14th, 2014 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
THIS GUARANTY (this "Guaranty") is executed as of September 5, 2014 by AMERICAN REALTY CAPITAL – RETAIL CENTERS OF AMERICA, INC., a Maryland corporation, and AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (whether one or more, together with any permitted successors and assigns, collectively referred to as, "Guarantor"), for the benefit of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee on behalf of the Registered Holders of GS Mortgage Securities Corporation II, Commercial Mortgage Pass-Through Certificates Series 2014-GC20 (together with its successors and assigns, "Lender").
PROPERTY MANAGEMENT AGREEMENT by and between AMERICAN REALTY CAPITAL RETAIL ADVISOR, LLC and AMERICAN REALTY CAPITAL − RETAIL CENTERS OF AMERICA, INC.Property Management Agreement • August 12th, 2011 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
THIS PROPERTY MANAGEMENT AGREEMENT is made as of March 17, 2011 (the “Property Management Agreement”) by and between AMERICAN REALTY CAPITAL − RETAIL CENTERS OF AMERICA, INC., a Maryland corporation (the “Company”) and AMERICAN REALTY CAPITAL RETAIL ADVISOR, LLC, a Delaware limited liability company (the “Property Manager”).
LEASING AGREEMENTLeasing Agreement • August 12th, 2011 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
THIS LEASING AGREEMENT (this “Leasing Agreement”) is made as of March 17, 2011 by and between AMERICAN REALTY CAPITAL – RETAIL CENTERS OF AMERICA, INC., a Maryland corporation (the “Company”) and AMERICAN REALTY CAPITAL RETAIL ADVISOR, LLC, a Delaware limited liability company (the “Leasing Agent”). Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Property Management Agreement, dated the date hereof, by and between the Leasing Agent and the Company (the “Property Management Agreement”).
LOAN AGREEMENT by and between CAMBR COMPANY, INC., as the Lender And AMERICAN REALTY CAPITAL — RETAIL CENTERS-OF AMERICA, INC., as the Borrower Dated as of JUNE 6, 2012Loan Agreement • August 8th, 2012 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
Loan Agreement dated as of June 6, 2012 ("Agreement") by and between AMERICAN REALTY CAPITAL — RETAIL CENTERS OF AMERICA, INC. (the "Borrower"), and CAMBR COMPANY, INC. (the "Lender").
THIRD AMENDED AND RESTATED ADVISORY AGREEMENTAdvisory Agreement • July 2nd, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
This THIRD AMENDED AND RESTATED ADVISORY AGREEMENT, dated as of June 30, 2015 (this “Agreement”), is between American Realty Capital – Retail Centers of America, Inc., a Maryland corporation (the “Company”), American Realty Capital Retail Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”) and American Realty Capital Retail Advisor, LLC, a Delaware limited liability company (the “Advisor”).
FORM OF ADVISORY AGREEMENTForm of Advisory Agreement • March 15th, 2011 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
This ADVISORY AGREEMENT, dated as of _________, 2011 (this “Agreement”), is between American Realty Capital – Retail Centers of America, Inc., a Maryland corporation (the “Company”), and American Realty Capital Retail Advisor, LLC, a Delaware limited liability company (the “Advisor”).
Amended and Restated Credit Agreement Dated as of December 2, 2014 among American Realty Capital Retail Operating Partnership, L.P., as Borrower the Guarantors from time to time party hereto, the Lenders from time to time party hereto, Regions Bank...Credit Agreement • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
This Amended and Restated Credit Agreement (this “Agreement”) is entered into as of December 2, 2014 by and among American Realty Capital Retail Operating Partnership, L.P., a Delaware limited partnership (the “Borrower”), the Guarantors from time to time party to this Agreement, the several financial institutions from time to time party to this Agreement, as Lenders, Regions Bank and SunTrust Bank, as Syndication Agents, and BMO Harris Bank N.A., as Administrative Agent as provided herein. All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.
FIFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALEAgreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
THIS FIFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 18th day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (the "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company ("Buyer").
AMENDED AND RESTATED SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • August 8th, 2012 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
THIS AMENDED AND RESTATED SUBSCRIPTION ESCROW AGREEMENT dated as of July 30, 2012 (this “Agreement”), amends and restates the Subscription Escrow Agreement dated as of March 17, 2011 by and among Realty Capital Securities, LLC (the “Dealer Manager”), American Realty Capital - Retail Centers of America, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”). This Agreement is entered into by and among the Dealer Manager, the Company and the Escrow Agent.
SECOND AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P.Agreement • March 12th, 2013 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
This SECOND AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P. (this “Amendment”), is made as of December 28, 2012 by and among American Realty Capital – Retail Centers of America, Inc., a Maryland corporation, in its capacity as the general partner (the “General Partner”) of American Realty Capital Retail Operating Partnership, L.P., a Delaware limited partnership (the “Partnership”), and American Realty Capital Retail Advisor, LLC, the initial limited partner of the partnership, a Delaware limited liability company (the “Initial Limited Partner”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Agreement of Limited Partnership of the Partnership, dated as of March 17, 2011, as amended (the “Partnership Agreement”).
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 14th, 2013 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (this "Amendment") is made and entered into effective as of the 1st day of August, 2013, by and between COUSINS TIFFANY SPRINGS MARKETPLACE LLC and CP - TIFFANY SPRINGS INVESTMENTS LLC (collectively, "Seller"), and AMERICAN REALTY CAPITAL IV, LLC ("Purchaser").
First Amendment to Credit AgreementCredit Agreement • November 16th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT is dated as of September 8, 2015 (this “Amendment”), among AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and BMO HARRIS BANK N.A., as administrative agent (in such capacity, the “Administrative Agent”).
THIRD AMENDMENT TO AGREEMENT FOR PURCHASE AND SALEAgreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
THIS THIRD AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 10th day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (thc "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company ("Buyer").
AGREEMENT FOR PURCHASE AND SALE (SHOPS AT WEST END)Agreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
IN WITNESS WHEREOF, Seller has caused this Bill of Sale to be executed by its duly authorized signatory as of the day and year first above written.
AGREEMENT OF PURCHASE AND SALE OF REAL PROPERTY AND ESCROW INSTRUCTIONSAgreement of Purchase And • May 8th, 2014 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • Texas
AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • May 8th, 2014 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
I, , a Notary Public in and for said County, in the State aforesaid, do hereby certify that , the MANAGER of a(n) _______________________, limited liability company, who is personally known to me to be the same person whose name is subscribed to the foregoing instrument in such capacity, appeared before me this day in person and acknowledged that he/she signed and delivered the said instrument as his/her own free and voluntary act and as the free and voluntary act of said entity, for the uses and purposes therein set forth.
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P.American Realty Capital - Retail Centers of America, Inc. • August 13th, 2015 • Real estate investment trusts
This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P. (this “Amendment”), is made as of June 30, 2015 by American Realty Capital - Retail Centers of America, Inc., a Maryland corporation, in its capacity as the general partner (the “General Partner”) of American Realty Capital Retail Operating Partnership, L.P., a Delaware limited partnership (the “Partnership”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Second Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of October 24, 2014, as amended (the “Partnership Agreement”).
PURCHASE AND SALE AGREEMENT BY AND BETWEENPurchase and Sale Agreement • May 8th, 2012 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • Texas
PURCHASE AND SALE AGREEMENT ("Agreement") made this _____ day of March, 2012 ("Effective Date"), between NWC Liberty Grove & SH66, Ltd., a Texas limited partnership, having an address at 2001 Ross Avenue, Suite 550, Dallas, Texas 75201 ("Seller"), and American Realty Capital IV, LLC, a Delaware limited liability company, having an address at 405 Park Avenue, 12th Floor, New York, New York 10022 (AR Capital, LLC or its permitted assignee pursuant to Section 18.7 below is hereinafter referred to as "Purchaser").
TERM LOAN AGREEMENTTerm Loan Agreement • November 13th, 2013 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
This TERM LOAN AGREEMENT (this “Agreement”) is made as of the 26th day of September, 2013 by and between ARC TSKCYMO001, LLC, a Delaware limited liability company (“Borrower”), and BANK OF AMERICA, N.A., a national banking association (“Lender”).
SEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALEAgreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
THIS SEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 22nd day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (the "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company ("Buyer").
EIGHTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALEAgreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
THIS EIGHTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 23rd day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (the "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company, or its successor or assign ("Buyer").
This instrument prepared by and when recorded, return to: Kilpatrick Townsend & Stockton LLPAssumption and Release Agreement • November 14th, 2014 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York
FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT (LIBERTY CROSS, ROWLETT, TEXAS)Purchase and Sale Agreement • May 8th, 2012 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts
THIS FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is made and entered into as of the 2nd day of May, 2012, by and between NWC LIBERTY GROVE & SH 66, LTD., a Texas limited partnership (“Seller”), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company (“Purchaser”).
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P.American Realty Capital - Retail Centers of America, Inc. • May 15th, 2015 • Real estate investment trusts
This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL RETAIL OPERATING PARTNERSHIP, L.P. (this “Amendment”), is made as of April 15, 2015 by and among American Realty Capital - Retail Centers of America, Inc., a Maryland corporation, in its capacity as the general partner (the “General Partner”) of American Realty Capital Retail Operating Partnership, L.P., a Delaware limited partnership (the “Partnership”), and American Realty Capital Retail Advisor, LLC, the initial limited partner of the partnership, a Delaware limited liability company (the “Initial Limited Partner”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Second Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of October 24, 2014, as amended (the “Partnership Agreement”).
