AMENDED AND RESTATED AGREEMENT OF PARTNERSHIP OF SUNVALLEY ASSOCIATES a California general partnership TABLE OF CONTENTS AMENDED AND RESTATED AGREEMENT OF PARTNERSHIP OF SUNVALLEY ASSOCIATES a California general partnershipTaubman Centers Inc • August 14th, 2002 • Real estate investment trusts • California
Company FiledAugust 14th, 2002 Industry Jurisdiction
Exhibit 99(b) SUBSCRIPTION AGREEMENT By and Between THE PACIFIC TELESIS GROUP MASTER PENSION TRUSTSubscription Agreement • July 10th, 1997 • Taubman Centers Inc • Real estate investment trusts • Michigan
Contract Type FiledJuly 10th, 1997 Company Industry Jurisdiction
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (the "Amendment") is executed as of this 15th day of August, 1997, by and between ONE FEDERAL STREET JOINT VENTURE, a Massachusetts general partnership...Purchase and Sale Agreement • September 11th, 1997 • Taubman Centers Inc • Real estate investment trusts
Contract Type FiledSeptember 11th, 1997 Company Industry
AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT This Amended and Restated Shareholders' Agreement (this "Agreement") is entered into the 30th day of October, 2001, among Taub-Co Management, Inc., a Michigan corporation (the "Company"), The Taubman Realty...Shareholders' Agreement • March 29th, 2002 • Taubman Centers Inc • Real estate investment trusts • Michigan
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Article 1 Background, Amendment and Restatement, and Term.Taubman Centers Inc • March 27th, 1998 • Real estate investment trusts • Michigan
Company FiledMarch 27th, 1998 Industry Jurisdiction
2,021,611 Shares TAUBMAN CENTERS, INC. COMMON STOCK ($0.01 PAR VALUE) UNDERWRITING AGREEMENT April 23, 1998 April 23, 1998 MERRILL LYNCH & CO. Merrill Lynch, Pierce, Fenner & Smith Incorporated North Tower World Financial Center New York, New York...Underwriting Agreement • April 28th, 1998 • Taubman Centers Inc • Real estate investment trusts • New York
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and: Metropolitan Life Insurance Company One Madison Avenue New York, New York 10010-3690 Attention: Vice-President and Investment Counsel Real Estate Investments =================================================================== ============= Note:...Taubman Centers Inc • August 11th, 1999 • Real estate investment trusts
Company FiledAugust 11th, 1999 Industry
TOTaubman Centers Inc • August 11th, 2000 • Real estate investment trusts • Texas
Company FiledAugust 11th, 2000 Industry Jurisdiction
REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of September 3, 1999 by and between Taubman Centers, Inc., a Michigan corporation (the "Company"), and Goldman Sachs 1999 Exchange Place...Registration Rights Agreement • November 15th, 1999 • Taubman Centers Inc • Real estate investment trusts • Michigan
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amongLoan Agreement • August 11th, 1999 • Taubman Centers Inc • Real estate investment trusts • New York
Contract Type FiledAugust 11th, 1999 Company Industry Jurisdiction
FROMTaubman Centers Inc • August 11th, 1999 • Real estate investment trusts • Michigan
Company FiledAugust 11th, 1999 Industry Jurisdiction
AGREEMENT OF PURCHASE AND SALE THE FALLS SHOPPING CENTER MIAMI, FLORIDAAgreement of Purchase and Sale • March 27th, 1998 • Taubman Centers Inc • Real estate investment trusts • Florida
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REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of November 24, 1999 by and between Taubman Centers, Inc., a Michigan corporation (the "Company"), and GS-MSD Select Sponsors, L.P., a...Registration Rights Agreement • March 24th, 2000 • Taubman Centers Inc • Real estate investment trusts • Michigan
Contract Type FiledMarch 24th, 2000 Company Industry Jurisdiction
1 EXHIBIT 4(C) EXPLANATORY NOTE: THE FOLLOWING DOCUMENT INCORPORATES CHANGES MADE BY A FIRST AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF THE TAUBMAN REALTY GROUP LIMITED PARTNERSHIP EFFECTIVE SEPTEMBER 30, 1997 (THE...Taubman Centers Inc • October 3rd, 1997 • Real estate investment trusts • Delaware
Company FiledOctober 3rd, 1997 Industry Jurisdiction
ANNEX II TO SECOND AMENDMENT TO THE SECOND AMENDMENT AND RESTATEMENT OF AGREEMENT OF LIMITED PARTNERSHIP OF THE TAUBMAN REALTY GROUP LIMITED PARTNERSHIP Designation, Distribution, Redemption, Exchange, and Consent Provisions with Respect to the 9%...Taubman Centers Inc • March 24th, 2000 • Real estate investment trusts
Company FiledMarch 24th, 2000 Industry
AMENDED AND RESTATED REVOLVING LOAN AGREEMENT dated as of March 5, 1997Revolving Loan Agreement • May 12th, 1997 • Taubman Centers Inc • Real estate investment trusts • New York
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CONSTRUCTION LOAN AGREEMENTConstruction Loan Agreement • March 27th, 1998 • Taubman Centers Inc • Real estate investment trusts • New York
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CHANGE OF CONTROL EMPLOYMENT AGREEMENT AGREEMENT, dated as of the [____] day of May, 2003 (this "Agreement"), by and between Taubman Centers Inc., a Michigan corporation (together with its successors, "Taubman"), Taubman Realty Group Limited...Change of Control Employment Agreement • May 12th, 2003 • Taubman Centers Inc • Real estate investment trusts • Michigan
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BYMortgage, Security Agreement • August 11th, 1999 • Taubman Centers Inc • Real estate investment trusts
Contract Type FiledAugust 11th, 1999 Company Industry
REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 1st, 2013 • Taubman Centers Inc • Real estate investment trusts • New York
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SECURED REVOLVING CREDIT AGREEMENT dated as of November 1, 2001Secured Revolving Credit Agreement • March 29th, 2002 • Taubman Centers Inc • Real estate investment trusts • New York
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amongBuilding Loan Agreement • August 11th, 2000 • Taubman Centers Inc • Real estate investment trusts
Contract Type FiledAugust 11th, 2000 Company Industry
PRIVATE PLACEMENT PURCHASE AGREEMENT GS-MSD Select Sponsors, L.P. c/o Goldman, Sachs & Co. One New York Plaza New York, New York 10004 Attention: Ladies and Gentlemen: 1. Certain Representations; Opinions of Counsel (a) The Taubman Realty Group...Private Placement Purchase Agreement • March 24th, 2000 • Taubman Centers Inc • Real estate investment trusts • New York
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GUARANTYGuaranty • November 1st, 2019 • Taubman Centers Inc • Real estate investment trusts • New York
Contract Type FiledNovember 1st, 2019 Company Industry JurisdictionTHIS GUARANTY dated as of October 28, 2019, executed and delivered by each of the undersigned and the other Persons from time to time party hereto pursuant to Section 14 hereof (all of the undersigned, together with such other Persons each a “Guarantor” and collectively, the “Guarantors”) in favor of (a) JPMORGAN CHASE BANK, N.A., in its capacity as Administrative Agent (the “Agent”) for the Lenders under that certain Second Amended and Restated Revolving Credit and Term Loan Agreement dated as of October 28, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among THE TAUBMAN REALTY GROUP LIMITED PARTNERSHIP, a Delaware limited partnership (the “Borrower”), the financial institutions party thereto and their respective permitted assignees (the “Lenders”), the Agent, and the other parties thereto, and (b) the Lenders, the Issuing Banks (the parties described in clause (b) together with the Agent are hereinafter referred to c
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 5th, 2004 • Taubman Centers Inc • Real estate investment trusts • Michigan
Contract Type FiledAugust 5th, 2004 Company Industry JurisdictionTHIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 27, 2004 by and between Taubman Centers, Inc., a Michigan corporation (the “Company”), and GSEP 2004 Realty Corp., a Delaware corporation (“Holder”).
SECOND AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT dated as of October 28, 2019 among THE TAUBMAN REALTY GROUP LIMITED PARTNERSHIP, The Lenders Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative Agent PNC BANK, NATIONAL...Revolving Credit and Term Loan Agreement • November 1st, 2019 • Taubman Centers Inc • Real estate investment trusts • New York
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TERMINATION OF VOTING AGREEMENT This Termination, dated January ___, 2003, of Voting Agreement (the "Voting Agreement"), dated November 14, 2002, by and between _____________________ and Robert S. Taubman ("RST").Termination of Voting Agreement • January 28th, 2003 • Taubman Centers Inc • Real estate investment trusts
Contract Type FiledJanuary 28th, 2003 Company Industry
VOTING AGREEMENTVoting Agreement • November 16th, 2020 • Taubman Centers Inc • Real estate investment trusts • Michigan
Contract Type FiledNovember 16th, 2020 Company Industry JurisdictionThis Amended and Restated Voting Agreement (this “Agreement”), dated as of November 14, 2020, is made by and among Simon Property Group, Inc., a Delaware corporation (the “Parent”), and each of the Persons listed on Exhibit A hereto (each, a “Holder” and, collectively, the “Holders”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings assigned to them in the Merger Agreement (as defined below).
FORM OF AMENDED AND RESTATED CHANGE OF CONTROL EMPLOYMENT AGREEMENTChange of Control Employment Agreement • February 24th, 2009 • Taubman Centers Inc • Real estate investment trusts • Michigan
Contract Type FiledFebruary 24th, 2009 Company Industry JurisdictionTaubman Centers, Inc., a Michigan corporation (together with its successors, “Taubman”), The Taubman Realty Group Limited Partnership, a Delaware limited partnership (together with its successors, “TRG”) and [_________] (“Executive”) previously entered into a Change of Control Employment Agreement on on [ ] [ ], 200[ ] (the “Original Agreement”). Taubman, TRG and the Executive now amend and restate the Original Agreement in this document, effective December [___], 2008, to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder (“Code Section 409A”). The amendment and restatement of the Original Agreement as set forth in this document is the “Agreement.” This Agreement replaces and supersedes any prior change of control agreement between Taubman and the Executive.
FIRST AMENDMENT TO THE SECOND AMENDMENT AND RESTATEMENT OF AGREEMENT OF LIMITED PARTNERSHIP OF THE TAUBMAN REALTY GROUP LIMITED PARTNERSHIPTaubman Centers Inc • August 13th, 2002 • Real estate investment trusts
Company FiledAugust 13th, 2002 Industry
CONSOLIDATED AGREEMENT: NOTICE OF RETIREMENT AND RELEASE AND COVENANT NOT TO COMPETE This Consolidated Agreement ("Agreement") made this first day of January, 1999 by and between Robert C. Larson, individually (hereinafter referred to as "Larson") and...Consolidated Agreement • August 11th, 1999 • Taubman Centers Inc • Real estate investment trusts
Contract Type FiledAugust 11th, 1999 Company Industry
LIMITED LIABILITY COMPANY AGREEMENT OF TAUBMAN PROPERTIES ASIA III LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • April 28th, 2017 • Taubman Centers Inc • Real estate investment trusts • Delaware
Contract Type FiledApril 28th, 2017 Company Industry JurisdictionTHIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is entered into as of September 22, 2016, by, between, and among Taubman Asia Management II LLC, a Delaware limited liability company (“T-Asia”), whose address is 200 East Long Lake Road, P. O. Box 200, Bloomfield Hills, MI 48303-0200, Peter John Sharp (“Sharp”), whose address is 43B, Branksome Crest, 3A Tregunther Path, Mid Level, Hong Kong, and Taubman Properties Asia III LLC, a Delaware limited liability company (the “Company”).
UNDERWRITING AGREEMENTUnderwriting Agreement • March 12th, 2013 • Taubman Centers Inc • Real estate investment trusts • New York
Contract Type FiledMarch 12th, 2013 Company Industry Jurisdiction
GUARANTY OF PAYMENTTaubman Centers Inc • November 1st, 2011 • Real estate investment trusts • New York
Company FiledNovember 1st, 2011 Industry JurisdictionThe Taubman Realty Group Limited Partnership (“TRG”) entered into that certain Secured Revolving Credit Agreement dated as of October 13, 2004 with Eurohypo and the lenders set forth therein (the “Original Loan Agreement”) whereby the lenders under the Original Loan Agreement made that certain Revolving Credit Loan (the “Original Loan”) to TRG.
THE TAUBMAN COMPANY LLC RESTRICTED SHARE UNIT AWARD AGREEMENTAward Agreement • May 5th, 2020 • Taubman Centers Inc • Real estate investment trusts
Contract Type FiledMay 5th, 2020 Company IndustryTHIS AWARD AGREEMENT, dated as of this [ ], is entered into by and between THE TAUBMAN COMPANY LLC, a Delaware limited liability company (the “Company”), and [ ] (the “Participant”). Capitalized terms have the meaning defined herein or as defined in the Plan, as applicable.