AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P. Dated as of November 12, 2012American Realty Capital Trust IV, Inc. • December 20th, 2012 • Real estate • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY TRUST OPERATING PARTNERSHIP IV, L.P. (this “Agreement”) dated as of November 12, 2012, is entered into among AMERICAN REALTY CAPITAL TRUST IV, INC., a Maryland corporation, as general partner (the “General Partner”), and AMERICAN REALTY CAPITAL ADVISORS IV, LLC, a Delaware limited liability company, as Limited Partner (the “Initial Limited Partner”), and the Limited Partners party hereto from time to time.
AMERICAN REALTY CAPITAL TRUST IV, INC. UP TO 70,000,000 SHARES OF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENTExclusive Dealer Manager Agreement • March 8th, 2013 • American Realty Capital Trust IV, Inc. • Real estate • New York
American Realty Capital Trust IV, 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, 2012, or the first year during which the Company begins material operations. The Company proposes to offer (a) up to 60,000,000 shares of its common stock, $.01 par value per share, for a purchase price of $25.00 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 10,000,000 Shares for a purchase price of $23.75 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 conditions set forth in the Prospe
SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • March 8th, 2013 • American Realty Capital Trust IV, Inc. • Real estate • New York
THIS SUBSCRIPTION ESCROW AGREEMENT dated as of June 8, 2012 (this “Agreement”), is entered into among Realty Capital Securities, LLC (the “Dealer Manager”), American Realty Capital Trust IV, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
AMENDED AND RESTATED ADVISORY AGREEMENT BY AND AMONG AMERICAN REALTY CAPITAL TRUST IV, INC., AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P., AND AMERICAN REALTY CAPITAL ADVISORS IV, LLC Dated as of November 12, 2012Advisory Agreement • March 8th, 2013 • American Realty Capital Trust IV, Inc. • Real estate • New York
THIS AMENDED AND RESTATED ADVISORY AGREEMENT (this “Agreement”) dated as of November 12, 2012, is entered into among American Realty Capital Trust IV, Inc., a Maryland corporation (the “Company”), American Realty Capital Operating Partnership IV, L.P., a Delaware limited partnership (the “Operating Partnership”), and American Realty Capital Advisors IV, LLC, a Delaware limited liability company.
AMERICAN REALTY CAPITAL TRUST IV, INC. UP TO 70,000,000 SHARES OF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENTEscrow Agreement • May 2nd, 2012 • American Realty Capital Trust IV, Inc. • Real estate • New York
AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY FEDEX GROUND FACILITY IN OTTUMWA, IAAgreement for Purchase and Sale • November 14th, 2012 • American Realty Capital Trust IV, Inc. • Real estate
THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY (the “Agreement”) is made and entered into as of the Effective Date (as defined herein) by and between 2011 OTTUMWA, LLC, an Iowa limited liability company, having an address at 4605 Dovetail Drive, Madison, Wisconsin 53704 (the “Seller”) and AR CAPITAL, LLC, a Delaware limited liability company, having an address at 405 Park Avenue, 15th Floor, New York, New York 10022 (the “Buyer”).
PROPERTY MANAGEMENT AND LEASING AGREEMENTManagement and Leasing Agreement • March 8th, 2013 • American Realty Capital Trust IV, Inc. • Real estate • New York
This property management and leasing agreement (this “Management Agreement”) is made and entered into as of the 8th day of June, 2012, by and among AMERICAN REALTY CAPITAL TRUST IV, INC., a Maryland corporation (the “Company”), AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P., a Delaware limited partnership (the “OP”), and AMERICAN REALTY CAPITAL PROPERTIES IV, LLC, a Delaware limited liability company (the “Manager”).
PROPERTY MANAGEMENT AND LEASING AGREEMENTProperty Management and Leasing Agreement • May 2nd, 2012 • American Realty Capital Trust IV, Inc. • Real estate • New York
This property management and leasing agreement (this “Management Agreement”) is made and entered into as of the day of , 2012, by and among AMERICAN REALTY CAPITAL TRUST IV, INC., a Maryland corporation (the “Company”), AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P., a Delaware limited partnership (the “OP”), and AMERICAN REALTY CAPITAL PROPERTIES IV, LLC, a Delaware limited liability company (the “Manager”).
AGREEMENT AND PLAN OF MERGER By and Among AMERICAN REALTY CAPITAL PROPERTIES, INC., ARC PROPERTIES OPERATING PARTNERSHIP, L.P., THUNDER ACQUISITION, LLC, AMERICAN REALTY CAPITAL TRUST IV, INC. And AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P....Agreement and Plan of Merger • July 2nd, 2013 • American Realty Capital Trust IV, Inc. • Real estate • Maryland
THIS AGREEMENT AND PLAN OF MERGER, dated as of July 1, 2013 (this “Agreement”), is made by and among American Realty Capital Properties, Inc., a Maryland corporation (“Parent”), ARC Properties Operating Partnership, L.P., a Delaware limited partnership and the operating partnership of Parent (the “Parent Operating Partnership”), Thunder Acquisition, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Parent (“Merger Sub”), American Realty Capital Trust IV, Inc., a Maryland corporation (the “Company”), and American Realty Capital Operating Partnership IV, L.P., a Delaware limited partnership and the operating partnership of the Company (the “Company Operating Partnership”).
CONTRIBUTION AND EXCHANGE AGREEMENTContribution and Exchange Agreement • January 3rd, 2014 • American Realty Capital Trust IV, Inc. • Real estate • New York
This CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”), is made and entered into as of January 3, 2014, by and between American Realty Capital Operating Partnership IV, L.P., a Delaware limited partnership (the “Operating Partnership”), American Realty Capital Trust IV Special Limited Partner, LLC, a Delaware limited liability company (the “Special Limited Partner”), ARC Real Estate Partners, LLC, a Delaware limited liability company (“AREP”) and ARC Properties Operating Partnership, L.P., a Delaware limited partnership (the “Parent OP”).
FIRST AMENDMENT TO ASSIGNMENT AND ASSUMPTION OF AMENDED AND RESTATED AGREEMENT FOR PURCHASE AND SALEAgreement for Purchase and Sale • November 14th, 2012 • American Realty Capital Trust IV, Inc. • Real estate
THIS FIRST AMENDMENT TO ASSIGNMENT AND ASSUMPTION OF AMENDED AND RESTATED AGREEMENT OF PURCHASE AND SALE (this "First Amendment") is made and entered into as of July 26, 2012 (the "Effective Date") by and between Ladder Capital Finance LLC, a Delaware limited liability company ("Assignor"), AR Capital, LLC, a Delaware limited liability company ("Assignee"), and Commonwealth Land Title Insurance Corporation (the "Title Company").
AMENDED AND RESTATED AGREEMENT FOR PURCHASE AND SALEAssignment and Assumption Of • November 14th, 2012 • American Realty Capital Trust IV, Inc. • Real estate • New York
THIS ASSIGNMENT AND ASSUMPTION OF AMENDED AND RESTATED AGREEMENT OF PURCHASE AND SALE (this "Assignment") is made and entered into as of July 19, 2012 (the "Effective Date") by and between Ladder Capital Finance LLC, a Delaware limited liability company ("Assignor") and AR Capital, LLC, a Delaware limited liability company ("Assignee").
First Amendment To Agreement and Plan of MergerAgreement and Plan of Merger • October 7th, 2013 • American Realty Capital Trust IV, Inc. • Real estate • Maryland
This First Amendment to Agreement and Plan of Merger (this “Amendment”), dated as of October 6, 2013 is entered into by and among American Realty Capital Properties, Inc., a Maryland corporation (“Parent”), ARC Properties Operating Partnership, L.P., a Delaware limited partnership and the operating partnership of Parent (the “Parent Operating Partnership”), Thunder Acquisition, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Parent Operating Partnership (“Merger Sub”), American Realty Capital Trust IV, Inc., a Maryland corporation (the “Company”), and American Realty Capital Operating Partnership IV, L.P., a Delaware limited partnership and the operating partnership of the Company (the “Company Operating Partnership”) (each, a “Party”, and collectively, the “Parties”). Capitalized terms used herein and not otherwise defined shall have the same meanings as set forth in the Agreement and Plan of Merger, dated as of July 1, 2013, by and among the Part
AMENDED AND RESTATED AGREEMENT FOR PURCHASE AND SALEAgreement for Purchase and Sale • November 14th, 2012 • American Realty Capital Trust IV, Inc. • Real estate
(this "Amendment"), is made this August 21, 2012, by and among, RSBR TNVESTEMENTS, LLC, RBA INVESTMENTS, LLC and OVERLAND PROPERTIES, LLC, each a Missouri limited liability company ("Seller"), and AR CAPITAL, LLC, a Delaware limited liability company ("Buyer").
FOURTH AMENDED AND RESTATED INVESTMENT OPPORTUNITY ALLOCATION AGREEMENTInvestment Opportunity Allocation Agreement • May 15th, 2013 • American Realty Capital Trust IV, Inc. • Real estate • New York
This FOURTH AMENDED AND RESTATED INVESTMENT OPPORTUNITY ALLOCATION AGREEMENT (this “Agreement”) is dated as of April 4, 2013, by and among American Realty Capital Daily Net Asset Value Trust, Inc., a Maryland corporation (“ARC DNAV”), American Realty Capital Properties, Inc., a Maryland corporation (“ARCP”), American Realty Capital IV, Inc., a Maryland corporation (“ARCT IV”) and American Realty Capital Trust V, Inc., a Maryland corporation (“ARCT V” and together with ARCP, ARC DNAV and ARCT IV, will be known hereafter as, the “ARC Funds”).
PURCHASE AND SALE AGREEMENT BY AND AMONG GE CAPITAL FRANCHISE FINANCE CORPORATION and Certain Affiliates as Seller Parties, and AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P. as Purchaser Dated as of June 2, 2013Purchase and Sale Agreement • July 16th, 2013 • American Realty Capital Trust IV, Inc. • Real estate • New York
This PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of June 2, 2013, is entered into by and among GE Capital Franchise Finance Corporation, a Delaware corporation (“Seller”), and each of the seller parties listed on the signature pages hereto (collectively with Seller and together with their designees permitted pursuant to this Agreement, the “Seller Parties”), on the one hand, and American Realty Capital Operating Partnership IV, L.P., a Delaware limited partnership (“Purchaser”), on the other hand. Each of the Seller Parties and Purchaser shall be referred to in this Agreement as a “Party”, and collectively as the “Parties”. Capitalized terms used in this Agreement have the meanings specified in Exhibit A to, or elsewhere in, this Agreement.
AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • May 15th, 2013 • American Realty Capital Trust IV, Inc. • Real estate • Indiana
AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTYLease Agreement • May 15th, 2013 • American Realty Capital Trust IV, Inc. • Real estate
TRADE NAME: Winn-Dixie, Winn-Dixie Stores, Winn-Dixie Supermarkets or such other name as used from time to time by Tenant or a Permitted Transferee.
ASSIGNMENT, ASSUMPTION AND ALLOCATION AGREEMENTAssignment, Assumption and Allocation Agreement • November 14th, 2012 • American Realty Capital Trust IV, Inc. • Real estate • New York
This ASSIGNMENT, ASSUMPTION AND ALLOCATION AGREEMENT (this “Agreement”) is entered into as of November 12, 2012, between American Realty Capital Trust IV, Inc., a Maryland corporation (the “Company”) and American Realty Capital Operating Partnership IV, L.P., a Delaware limited partnership (the “OP”, and, together with the Company, the “Parties”).
FIRST AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P.American Realty Capital Trust IV, Inc. • March 8th, 2013 • Real estate
This FIRST AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P. (this “Amendment”), is made as of December 28, 2012 by and among American Realty Capital Trust IV, Inc., a Maryland corporation, in its capacity as the general partner (the “General Partner”) of American Realty Operating Partnership IV, L.P., a Delaware limited partnership (the “Partnership”), and American Realty Capital Advisors IV, 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 Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of November 12, 2012 (the “Partnership Agreement”).
AMERICAN REALTY CAPITAL TRUST IV, INC. SOLICITING DEALER AGREEMENTSoliciting Dealer Agreement • May 22nd, 2012 • American Realty Capital Trust IV, Inc. • Real estate
Realty Capital Securities, LLC (the “ Dealer Manager ”) entered into an exclusive dealer manager agreement, dated as of , 2012 (the “ Dealer Manager Agreement ”), with American Realty Capital Trust IV, Inc., a Maryland corporation (the “ Company ”) and American Realty Capital Advisors IV, 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 60,000,000 shares of the Company’s common stock, $.01 par value per share (“Common Stock”) for a purchase price of $25.00 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 10,000,000 shares of Common Stock for a purchase price equal to the greater of $23.75 per share or 95% of the estimated value of a share of Common Stock (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective D
CREDIT AGREEMENT Dated as of June 18, 2013 among AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P., as Borrower, AMERICAN REALTY CAPITAL TRUST IV, INC., as a Guarantor, REGIONS BANK, as Administrative Agent, and The Lenders Party Hereto REGIONS...Credit Agreement • August 14th, 2013 • American Realty Capital Trust IV, Inc. • Real estate • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of June 18, 2013, among AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP IV, L.P., a Delaware limited partnership (“ARCOP”), AMERICAN REALTY CAPITAL TRUST IV, INC., a Maryland corporation and the sole general partner of Borrower (“ARCT”), each Lender from time to time party hereto, REGIONS BANK, an Alabama banking corporation, as Administrative Agent (in such capacity, “Administrative Agent”), JPMORGAN CHASE BANK, N.A., as Syndication Agent, and BANK OF AMERICA, N.A. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Documentation Agents.
ASSET PURCHASE AND SALE AGREEMENTAsset Purchase and Sale Agreement • July 2nd, 2013 • American Realty Capital Trust IV, Inc. • Real estate • New York
This ASSET Purchase and Sale Agreement (the “Agreement”) is entered into as of July 1, 2013 by and among ARC Properties Operating Partnership, L.P., a Delaware limited partnership (the “Buyer”), and American Realty Capital Advisors IV, LLC, a Delaware limited liability company (the “Seller”).
american realty capital advisors iV, LLC American reaLty capital trust iV special limited partner, llc american realty capital properties iV, llc New York, New York 10022American Realty Capital Trust IV, Inc. • July 2nd, 2013 • Real estate
Reference is made to that certain Agreement and Plan of Merger, dated as of the date hereof (the “Merger Agreement”), by and among American Realty Capital Properties, Inc., a Maryland corporation (“Parent”), ARC Properties Operating Partnership, L.P., a Delaware limited partnership and the operating partnership of the Company (the “Parent OP”), Thunder Acquisition LLC, a Delaware limited liability company wholly-owned by Parent (“Merger Sub”), American Realty Capital Trust IV, Inc., a Maryland corporation (the “Company”), and American Realty Capital Operating Partnership IV, L.P., a Delaware limited partnership and the operating partnership of the Company (the “Company OP”), pursuant to which (x) the Company will merge with and into Merger Sub, with Merger Sub being the surviving entity, and (y) the Company OP will merge with and into the Parent OP, with the Parent OP being the surviving entity (collectively, the “Transaction”). Any term not otherwise defined herein shall have the mean
AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTYAgreement for Purchase and Sale • March 8th, 2013 • American Realty Capital Trust IV, Inc. • Real estate
For valuable consideration, the receipt and sufficiency of which is hereby acknowledged, _____________________________________, a __________________________________, having an address at ____________________________ (“Seller”), hereby bargains, sells, conveys and transfers to ___________________________________ (“Buyer”), a ______________________________________, all of Seller’s right, title and interest in and to those certain items of personal and intangible property (including any warranty made by third parties in connection with the same and the right to sue on any claim for relief under such warranties) (the “Personal Property”) located at or held in connection with that certain real property located in the State of _________________________________, as more particularly described on Schedule A attached hereto and made a part hereof.
