INDEMNIFICATION AGREEMENTIndemnification Agreement • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 20 , effective as of , 20 (the “Effective Date”), by and between American Residential Properties, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • New York
This Agreement is made pursuant to the Purchase/Placement Agreement (the “Purchase/Placement Agreement”), dated as of May 4, 2012, between the Company and FBR in connection with the purchase and sale or placement of an aggregate of 10,500,000 shares of Common Stock (plus an additional 1,000,000 shares of Common Stock to cover additional allotments, if any). In order to induce FBR to enter into the Purchase/Placement Agreement, the Company has agreed to provide the registration rights provided for in this Agreement to FBR, the Participants, and their respective direct and indirect transferees. The execution and delivery of this Agreement by the Company and FBR is a condition to the closing of the transactions contemplated by the Purchase/Placement Agreement.
LOAN AGREEMENT Dated as of August 26, 2014 between ARP 2014-1 BORROWER, LLC, as Borrower, and GERMAN AMERICAN CAPITAL CORPORATION, as LenderLoan Agreement • August 28th, 2014 • American Residential Properties, Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of August 26, 2014 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between GERMAN AMERICAN CAPITAL CORPORATION, a Maryland corporation, having an address at 60 Wall Street, 10th Floor, New York, New York 10005 (together with its successors and assigns, collectively, “Lender”) and ARP 2014-1 BORROWER, LLC, a Delaware limited liability company, having an address at c/o American Residential Properties, 7047 E Greenway Parkway Suite 350, Scottsdale, AZ 85254 (together with its permitted successors and assigns, collectively, “Borrower”).
AMERICAN RESIDENTIAL PROPERTIES, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT STEPHEN G. SCHMITZEmployment Agreement • April 29th, 2013 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
This agreement, entered into this day of April 19, 2013 by and between the Company and the Executive for good and valuable consideration, the receipt of which is mutually agreed and acknowledged by the Company and the Executive, amends and restates the Initial Agreement in its entirety solely to revise Sections 3.2 and 7.18 with respect to the Target Level (as defined below) and the parachute payment provisions, respectively, and is effective as of the Effective Date (this “Agreement”).
Registration Rights AgreementAmerican Residential Properties, Inc. • November 27th, 2013 • Real estate investment trusts • New York
American Residential Properties OP, L.P., a Delaware limited partnership (the “Operating Partnership”), proposes to issue and sell to certain purchasers (the “Initial Purchasers”), for whom you (the “Representatives”) are acting as representatives, its 3.25% Exchangeable Senior Notes due 2018 (the “Notes”), upon the terms set forth in the Purchase Agreement by and among the Operating Partnership, American Residential Properties, Inc. (the “Company”), a Maryland corporation and the sole general partner of the Operating Partnership, and the Representatives, dated November 21, 2013 (the “Purchase Agreement”), relating to the initial placement (the “Initial Placement”) of the Notes. Upon an exchange of Notes at the option of the holder thereof, the Operating Partnership will be required to deliver cash, shares of common stock of the Company, par value $0.01 per share (the “Company Common Stock”) or a combination of cash and shares of Company Common Stock, at the election of the Operating P
—] Shares AMERICAN RESIDENTIAL PROPERTIES, INC. COMMON STOCK ($0.01 PAR VALUE PER SHARE) UNDERWRITING AGREEMENTUnderwriting Agreement • April 29th, 2013 • American Residential Properties, Inc. • Real estate investment trusts • New York
American Residential Properties, Inc., a Maryland corporation (the “Company”), American Residential Properties OP, L.P., a Delaware limited partnership (the “Operating Partnership”), and the stockholder of the Company named in Schedule I hereto (the “Selling Stockholder”) each confirms its agreement with Morgan Stanley & Co. LLC (“Morgan Stanley”), Merrill Lynch, Pierce, Fenner & Smith Incorporated, FBR Capital Markets & Co. and Jefferies LLC, as representatives (the “Representatives”) of the several underwriters named in Schedule II hereto (the “Underwriters”), with respect to the proposed issuance and sale to the Underwriters of shares of the Company’s common stock, $0.01 par value per share. The Company proposes to issue and sell to the several Underwriters, and the Selling Stockholder proposes to sell to the several Underwriters, an aggregate of [—] shares of the Company’s common stock, $0.01 par value per share (the “Firm Shares”), of which [—] shares are to be issued and sold by
AMERICAN RESIDENTIAL PROPERTIES OP, L.P., as Issuer AMERICAN RESIDENTIAL PROPERTIES, INC., as Guarantor U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of November 27, 2013 3.25% Exchangeable Senior Notes due 2018Indenture • November 27th, 2013 • American Residential Properties, Inc. • Real estate investment trusts • New York
INDENTURE dated as of November 27, 2013 among American Residential Properties OP, L.P., a Delaware limited partnership (hereinafter called the “Issuer”), American Residential Properties, Inc., a Maryland corporation (hereinafter referred to as the “Guarantor” or, in its capacity as sole member of the general partner of the Issuer, the “General Partner”), each having its principal office at 7047 East Greenway Parkway, Suite 350, Scottsdale, Arizona 85254, and U.S. Bank National Association, as Trustee hereunder.
CREDIT AGREEMENT Dated as of January 18, 2013 among AMERICAN RESIDENTIAL LEASING COMPANY, LLC, as the Borrower, and AMERICAN RESIDENTIAL PROPERTIES, INC. AMERICAN RESIDENTIAL GP, LLC AMERICAN RESIDENTIAL PROPERTIES OP, L.P. AMERICAN RESIDENTIAL...Credit Agreement • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of January 18, 2013, among AMERICAN RESIDENTIAL LEASING COMPANY, LLC, a Delaware limited liability company (the “Borrower”), AMERICAN RESIDENTIAL PROPERTIES, INC., a Maryland corporation (the “Parent”), as a Guarantor, AMERICAN RESIDENTIAL GP, LLC, a Delaware limited liability company (“American Residential GP”), as a Guarantor, AMERICAN RESIDENTIAL PROPERTIES OP, L.P., a Delaware limited partnership (the “Operating Partnership”), as a Guarantor, AMERICAN RESIDENTIAL PROPERTIES TRS, LLC, a Delaware limited liability company (“American Residential TRS”), as a Guarantor, CERTAIN SUBSIDIARIES OF THE OPERATING PARTNERSHIP, as Guarantors, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
LONG TERM INCENTIVE PLAN UNIT PERFORMANCE-BASED VESTING AGREEMENT Under the American Residential Properties, Inc.Vesting Agreement • November 6th, 2013 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
Pursuant to the American Residential Properties, Inc. 2012 Equity Incentive Plan (the “Plan”), as amended through the date hereof, and the Agreement of Limited Partnership, dated as of May 11, 2012, as amended through the date hereof (the “Partnership Agreement”), of American Residential Properties OP, L.P., a Delaware limited partnership (“ARP OP”), American Residential Properties, Inc., a Maryland corporation (the “Company”) and the sole member of American Residential GP, LLC, a Delaware limited liability company, the general partner of ARP OP (the “General Partner”), and for the provision of services to or for the benefit of ARP OP in a partner capacity or in anticipation of being a partner, hereby grants to the Grantee an Other Equity-Based Award (as defined in the Plan) (an “Award”) in the form of, and by causing ARP OP to issue to the Grantee, the number of LTIP Units specified above (the “LTIP Units”) having the rights, voting powers, restrictions, limitations as to distribution
LONG TERM INCENTIVE PLAN UNIT VESTING AGREEMENT Under the American Residential Properties, Inc.Vesting Agreement • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
Pursuant to the American Residential Properties, Inc. 2012 Equity Incentive Plan (the “Plan”), as amended through the date hereof, and the Agreement of Limited Partnership, dated as of the Closing Date (as defined below) (the “Partnership Agreement”), of American Residential Properties OP, L.P., a Delaware limited partnership (“ARP OP”), American Residential Properties, Inc., a Maryland corporation (the “Company”) and the sole member of American Residential GP, LLC, a Delaware limited liability company, the general partner of ARP OP (the “General Partner”), and for the provision of services to or for the benefit of ARP OP in a partner capacity or in anticipation of being a partner, hereby grants to the Grantee named above an Other Equity-Based Award (as defined in the Plan) (an “Award”) in the form of, and by causing ARP OP to issue to the Grantee named above, the number of LTIP Units specified above having the rights, voting powers, restrictions, limitations as to distributions, quali
VOTING AGREEMENTVoting Agreement • December 4th, 2015 • American Residential Properties, Inc. • Real estate investment trusts • Maryland
VOTING AGREEMENT, dated as of December 3, 2015 (this “Agreement”), between American Homes 4 Rent, a Maryland real estate investment trust (“Parent”), and the Person listed as “Stockholder” on the signature page hereto (“Stockholder”).
LONG TERM INCENTIVE PLAN UNIT VESTING AGREEMENT Under the American Residential Properties, Inc.Long Term Incentive Plan • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
Pursuant to the American Residential Properties, Inc. 2012 Equity Incentive Plan (the “Plan”), as amended through the date hereof, and the Agreement of Limited Partnership, dated as of the Closing Date (as defined below) (the “Partnership Agreement”), of American Residential Properties OP, L.P., a Delaware limited partnership (“ARP OP”), American Residential Properties, Inc., a Maryland corporation (the “Company”) and the sole member of American Residential GP, LLC, a Delaware limited liability company, the general partner of ARP OP (the “General Partner”), and for the provision of services to or for the benefit of ARP OP in a partner capacity or in anticipation of being a partner, hereby grants to the Grantee named above an Other Equity-Based Award (as defined in the Plan) (an “Award”) in the form of, and by causing ARP OP to issue to the Grantee named above, the number of LTIP Units specified above having the rights, voting powers, restrictions, limitations as to distributions, quali
SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 1st, 2015 • American Residential Properties, Inc. • Real estate investment trusts • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of November 24, 2015, among AMERICAN RESIDENTIAL PROPERTIES OP, L.P., a Delaware limited partnership (the “Operating Partnership” and the “Borrower Representative”), AMERICAN RESIDENTIAL LEASING COMPANY, LLC, a Delaware limited liability company (“American Residential Leasing”; and together with the Operating Partnership, each a “Borrower” and collectively, the “Borrowers”), AMERICAN RESIDENTIAL PROPERTIES, INC., a Maryland corporation (the “Parent”), as a Guarantor, AMERICAN RESIDENTIAL GP, LLC, a Delaware limited liability company (“American Residential GP”), as a Guarantor, AMERICAN RESIDENTIAL PROPERTIES TRS, LLC, a Delaware limited liability company (“American Residential TRS”), as a Guarantor, CERTAIN SUBSIDIARIES OF THE OPERATING PARTNERSHIP from time to time party hereto, as Guarantors, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • March 4th, 2016 • American Residential Properties, Inc. • Real estate investment trusts • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of February 29, 2016, among American Residential Properties OP, L.P., a Delaware limited partnership (the “Issuer”), American Homes 4 Rent, a Maryland real estate investment trust (“AMH”), ARPI REIT, LLC (f/k/a Sunrise Merger Sub, LLC), a Delaware limited liability company and a wholly owned subsidiary of AMH (the “New Parent Guarantor”), and U.S. Bank National Association, a national banking association, as trustee under the Indenture referred to below (the “Trustee”).
FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • April 17th, 2015 • American Residential Properties, Inc. • Real estate investment trusts
This is the first amendment to that certain Amended and Restated Employment Agreement, dated as of April 19, 2013 (the “Agreement”), by and between Laurie A. Hawkes and American Residential Properties, Inc. All capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
AMERICAN RESIDENTIAL PROPERTIES, INC. AMENDED AND RESTATED EXECUTIVE SEVERANCE AND CHANGE IN CONTROL VESTING AGREEMENT (Jay Byce)Executive Severance and Change in Control Vesting Agreement • January 6th, 2015 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
This agreement, entered into as of December 23, 2014 by and between the Company and the Executive for good and valuable consideration, the receipt of which is mutually agreed and acknowledged by the Company and the Executive, amends and restates the Initial Severance Agreement in its entirety solely to revise Section 8.18 with respect to the parachute payment provision and is effective as of the Effective Date (this “Agreement”).
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 1st, 2014 • American Residential Properties, Inc. • Real estate investment trusts • New York
SECOND AMENDMENT, dated as of June 27, 2014 (this “Agreement”), to the Amended and Restated Credit Agreement, dated as of September 17, 2013, (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”), among American Residential Leasing Company, LLC, as Borrower, American Residential Properties, Inc., as a Guarantor, American Residential GP, LLC, as a Guarantor, American Residential Properties OP, L.P. (the “Operating Partnership”), as a Guarantor, American Residential Properties TRS, LLC, as a Guarantor, certain subsidiaries of the Operating Partnership as Guarantors, Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and as L/C Issuer thereunder, and each lender from time to time party thereto (collectively, the “Lenders”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Credit Agreement.
Effective as of September 1, 2015Letter Agreement • August 21st, 2015 • American Residential Properties, Inc. • Real estate investment trusts • Georgia
This letter agreement (this “Agreement”) sets forth the terms and conditions whereby Redcoat Real Estate, LLC, a Georgia limited liability company, (“You” or “Redcoat”), agrees to provide certain services to American Residential Properties, Inc., a Maryland corporation, with offices located at 7047 East Greenway Parkway, Suite 350, Scottsdale, Arizona 85254 (“ARPI” or the “Company”).
Property Management AgreementProperty Management • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
This agreement (hereinafter referred to as the “Agreement”) is made as of February 12, 2013, by and between ARP Phoenix Fund I, LP (the “Fund”) and ARP Phoenix Fund I, GP (the “General Partner” and, together with the Fund, the “Owner”), on the one hand, and American Residential Properties TRS, LLC (“Manager”), on the other hand.
SEPARATION AGREEMENTSeparation Agreement • October 27th, 2015 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
AMERICAN RESIDENTIAL PROPERTIES, INC., a Maryland corporation, (“Company”) and LANI B. PORTER (“Executive”) enter into the following Separation Agreement (“Agreement”). As used in this Agreement, the term “Parties” refers collectively to the Company and Executive and the term “Party” refers individually to the Company or Executive.
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of September 17, 2013 among AMERICAN RESIDENTIAL LEASING COMPANY, LLC, as the Borrower, and AMERICAN RESIDENTIAL PROPERTIES, INC. AMERICAN RESIDENTIAL GP, LLC AMERICAN RESIDENTIAL PROPERTIES OP, L.P....Credit Agreement • September 23rd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of September 17, 2013, among AMERICAN RESIDENTIAL LEASING COMPANY, LLC, a Delaware limited liability company (the “Borrower”), AMERICAN RESIDENTIAL PROPERTIES, INC., a Maryland corporation (the “Parent”), as a Guarantor, AMERICAN RESIDENTIAL GP, LLC, a Delaware limited liability company (“American Residential GP”), as a Guarantor, AMERICAN RESIDENTIAL PROPERTIES OP, L.P., a Delaware limited partnership (the “Operating Partnership”), as a Guarantor, AMERICAN RESIDENTIAL PROPERTIES TRS, LLC, a Delaware limited liability company (“American Residential TRS”), as a Guarantor, CERTAIN SUBSIDIARIES OF THE OPERATING PARTNERSHIP, as Guarantors, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
LONG TERM INCENTIVE PLAN UNIT VESTING AGREEMENT Under the American Residential Properties, Inc.Long Term Incentive Plan • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
Pursuant to the American Residential Properties, Inc. 2012 Equity Incentive Plan (the “Plan”), as amended through the date hereof, and the Agreement of Limited Partnership, dated as of the Closing Date (as defined below) (the “Partnership Agreement”), of American Residential Properties OP, L.P., a Delaware limited partnership (“ARP OP”), American Residential Properties, Inc., a Maryland corporation (the “Company”) and the sole member of American Residential GP, LLC, a Delaware limited liability company, the general partner of ARP OP (the “General Partner”), and for the provision of services to or for the benefit of ARP OP in a partner capacity or in anticipation of being a partner, hereby grants to the Grantee named above an Other Equity-Based Award (as defined in the Plan) (an “Award”) in the form of, and by causing ARP OP to issue to the Grantee named above, the number of LTIP Units specified above having the rights, voting powers, restrictions, limitations as to distributions, quali
SEPARATION AND RELEASE OF CLAIMS AGREEMENTSeparation and Release of Claims Agreement • August 21st, 2015 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
This Separation and Release of Claims Agreement (this “Agreement”) is entered into as of August 19, 2015 (the “Execution Date”) by and between AMERICAN RESIDENTIAL PROPERTIES, INC., a Maryland corporation (“Employer”) on behalf of itself, its subsidiaries and other corporate affiliates and each of their respective employees, officers, directors, owners and shareholders (collectively referred to herein as “Employer Group”), and CHRISTOPHER J. “JAY” BYCE (“Executive”) (Employer and Executive are collectively referred to herein as the “Parties”).
LONG TERM INCENTIVE PLAN UNIT PERFORMANCE-BASED VESTING AGREEMENTLong Term Incentive Plan Unit • May 15th, 2014 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
Pursuant to the American Residential Properties, Inc. 2012 Equity Incentive Plan (the “Plan”), as amended through the date hereof, and the Agreement of Limited Partnership, dated as of May 11, 2012, as amended through the date hereof (the “Partnership Agreement”), of American Residential Properties OP, L.P., a Delaware limited partnership (“ARP OP”), American Residential Properties, Inc., a Maryland corporation (the “Company”) and the sole member of American Residential GP, LLC, a Delaware limited liability company, the general partner of ARP OP (the “General Partner”), and for the provision of services to or for the benefit of ARP OP in a partner capacity or in anticipation of being a partner, hereby grants to the Grantee an Other Equity-Based Award (as defined in the Plan) (an “Award”) in the form of, and by causing ARP OP to issue to the Grantee, the number of LTIP Units specified above (the “LTIP Units”) having the rights, voting powers, restrictions, limitations as to distribution
100,000,000 American Residential Properties OP, L.P. 3.25% Exchangeable Senior Notes Due 2018 Fully and Unconditionally Guaranteed byAmerican Residential Properties, Inc. • November 27th, 2013 • Real estate investment trusts • New York
Offering Price: The notes will be issued at a price of 100% of their principal amount, plus accrued interest, if any, from November 27, 2013.
LONG-TERM INCENTIVE PLAN UNIT TIME-BASED VESTING AGREEMENT Under the American Residential Properties, Inc.Vesting Agreement • April 17th, 2015 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
Pursuant to the American Residential Properties, Inc. 2012 Equity Incentive Plan (the “Plan”), as amended through the date hereof, and the Agreement of Limited Partnership, dated as of May 11, 2012, as amended through the date hereof (the “Partnership Agreement”), of American Residential Properties OP, L.P., a Delaware limited partnership (“ARP OP”), American Residential Properties, Inc., a Maryland corporation (the “Company”) and the sole member of American Residential GP, LLC, a Delaware limited liability company, the general partner of ARP OP (the “General Partner”), and for the provision of services to or for the benefit of ARP OP in a partner capacity or in anticipation of being a partner, hereby grants to the Grantee an Other Equity-Based Award (as defined in the Plan) (an “Award”) in the form of, and by causing ARP OP to issue to the Grantee named above, the number of LTIP Units specified above (the “LTIP Units”) having the rights, voting powers, restrictions, limitations as to
AMENDMENT TO EXECUTIVE SEVERANCE AND CHANGE IN CONTROL VESTING AGREEMENTExecutive Severance and Change in Control Vesting Agreement • April 17th, 2015 • American Residential Properties, Inc. • Real estate investment trusts
FIRST AMENDMENT TO EXECUTIVE SEVERANCE AND CHANGE IN CONTROL VESTING AGREEMENT, dated as of June 12, 2014 (the “Agreement”), by and between Patricia B. Dietz and American Residential Properties, Inc. All capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
AMERICAN HOMES 4 RENT AND AMERICAN RESIDENTIAL PROPERTIES, INC. TO MERGE, ENHANCING THE SIZE OF THE LARGEST PUBLICLY-TRADED SINGLE-FAMILY RENTAL COMPANYAmerican Residential Properties, Inc. • December 4th, 2015 • Real estate investment trusts
AGOURA HILLS, Calif. and SCOTTSDALE, Ariz., Dec. 3, 2015 — American Homes 4 Rent (NYSE: AMH) and American Residential Properties, Inc. (NYSE: ARPI) announced today that the Boards of both companies have approved a definitive agreement to combine the two companies in a tax-free merger at a total transaction value of approximately $1.5 billion. In the merger, American Homes 4 Rent will issue approximately 38 million common shares and assume or repay a total of approximately $0.8 billion of American Residential Properties debt. The merger is targeted to close during the first half of 2016.
AMERICAN RESIDENTIAL PROPERTIES, INC. Stock Award AgreementStock Award Agreement • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • Maryland
THIS STOCK AWARD AGREEMENT (the “Agreement”), dated as of the ___ day of ___________ 201_, governs the Stock Award granted by AMERICAN RESIDENTIAL PROPERTIES, INC., a Maryland corporation (the “Company”), to ____________________ (the “Participant”), in accordance with and subject to the provisions of the Company’s 2012 Equity Incentive Plan (the “Plan”). A copy of the Plan has been made available to the Participant. All terms used in this Agreement that are defined in the Plan have the same meaning given them in the Plan.
CONTRIBUTION AND SALE AGREEMENT by and among AMERICAN RESIDENTIAL MANAGEMENT, INC., STEPHEN G. SCHMITZ (Solely for the purpose of Section 5.6 hereof), and LAURIE A. HAWKES (Solely for the purpose of Section 5.6 hereof), and AMERICAN RESIDENTIAL...Contribution and Sale Agreement • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • New York
This CONTRIBUTION AND SALE AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2012, by and between AMERICAN RESIDENTIAL MANAGEMENT, INC., a Delaware corporation (“Contributor”), AMERICAN RESIDENTIAL PROPERTIES OP, L.P., a Delaware limited partnership (“Acquirer”) and, solely for the purpose of Section 5.6 hereof, STEPHEN G. SCHMITZ (“Schmitz”) and Laurie A. Hawkes (“Hawkes”).
LONG TERM INCENTIVE PLAN UNIT VESTING AGREEMENT Under the American Residential Properties, Inc.Long Term Incentive Plan • April 22nd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • Arizona
Pursuant to the American Residential Properties, Inc. 2012 Equity Incentive Plan (the “Plan”), as amended through the date hereof, and the Agreement of Limited Partnership, dated as of the Closing Date (as defined below) (the “Partnership Agreement”), of American Residential Properties OP, L.P., a Delaware limited partnership (“ARP OP”), American Residential Properties, Inc., a Maryland corporation (the “Company”) and the sole member of American Residential GP, LLC, a Delaware limited liability company, the general partner of ARP OP (the “General Partner”), and for the provision of services to or for the benefit of ARP OP in a partner capacity or in anticipation of being a partner, hereby grants to the Grantee named above an Other Equity-Based Award (as defined in the Plan) (an “Award”) in the form of, and by causing ARP OP to issue to the Grantee named above, the number of LTIP Units specified above having the rights, voting powers, restrictions, limitations as to distributions, quali
FIRST AMENDMENT TO AMENDED AND RESTATED EXECUTIVE SEVERANCE AND CHANGE IN CONTROL VESTING AGREEMENTControl Vesting Agreement • April 17th, 2015 • American Residential Properties, Inc. • Real estate investment trusts
This is the first amendment to that certain Amended and Restated Executive Severance and Change in Control Agreement, dated as of December 23, 2014 (the “Agreement”), by and between Christopher J. “Jay” Byce and American Residential Properties, Inc. All capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
LENDER JOINDER AGREEMENTLender Joinder Agreement • October 3rd, 2013 • American Residential Properties, Inc. • Real estate investment trusts • New York
This LENDER JOINDER AGREEMENT (“Agreement”) is entered into as of September 27, 2013, among AMERICAN RESIDENTIAL LEASING COMPANY, LLC, a Delaware limited liability company (the “Borrower”), AMERICAN RESIDENTIAL PROPERTIES, INC., a Maryland corporation (the “Parent”), as a Guarantor, AMERICAN RESIDENTIAL GP, LLC, a Delaware limited liability company (“American Residential GP”), as a Guarantor, AMERICAN RESIDENTIAL PROPERTIES OP, L.P., a Delaware limited partnership (the “Operating Partnership”), as a Guarantor, AMERICAN RESIDENTIAL PROPERTIES TRS, LLC, a Delaware limited liability company (“American Residential TRS”), as a Guarantor (the Guarantors and the Borrower, collectively, the “Loan Parties” and each individually, a “Loan Party”), CITIBANK, N.A. (the “New Lender”) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and as L/C Issuer.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 7th, 2013 • American Residential Properties, Inc. • Real estate investment trusts • New York
SECOND AMENDMENT, dated as of May 3, 2013 (this “Agreement”), to the Credit Agreement, dated as of January 18, 2013, as amended as of March 15, 2013 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”), among American Residential Leasing Company, LLC, as Borrower, American Residential Properties, Inc., as a Guarantor, American Residential GP, LLC, as a Guarantor, American Residential Properties OP, L.P. (the “Operating Partnership”), as a Guarantor, American Residential Properties TRS, LLC, as a Guarantor, certain subsidiaries of the Operating Partnership as Guarantors, Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and as L/C Issuer thereunder, and each lender from time to time party thereto (collectively, the “Lenders”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Credit Agreement.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 7th, 2013 • American Residential Properties, Inc. • Real estate investment trusts • New York
FIRST AMENDMENT, dated as of March 15, 2013 (this “Agreement”), to the Credit Agreement, dated as of January 18, 2013 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”), among American Residential Leasing Company, LLC, as Borrower, American Residential Properties, Inc., as a Guarantor, American Residential GP, LLC, as a Guarantor, American Residential Properties OP, L.P. (the “Operating Partnership”), as a Guarantor, American Residential Properties TRS, LLC, as a Guarantor, certain subsidiaries of the Operating Partnership as Guarantors, Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and as L/C Issuer thereunder, and each lender from time to time party thereto (collectively, the “Lenders”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Credit Agreement.
