PLEDGE AND SECURITY AGREEMENT THIS PLEDGE AND SECURITY AGREEMENT (the "Pledge Agreement"), dated as of December 30, 1997, is made by INSIGNIA PROPERTIES TRUST, a Maryland real estate investment trust (the "Pledgor"), in favor of FIRST UNION NATIONAL...Pledge Agreement • May 28th, 1998 • Insignia Properties Trust / • South Carolina
ARTICLE I DEFINITIONSCredit Agreement • May 28th, 1998 • Insignia Properties Trust / • South Carolina
ARTICLE 2. REPRESENTATIONS AND WARRANTIES OF IPTTax Indemnification Agreement • May 28th, 1998 • Insignia Properties Trust / • California
WITNESSETH:Registration Rights Agreement • May 28th, 1998 • Insignia Properties Trust / • New York
FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIPInsignia Properties Trust / • May 28th, 1998 • Delaware
WITNESSETH:Investors Agreement • May 28th, 1998 • Insignia Properties Trust / • New York
AMENDMENT NO. 1 TO SHELTER OPTION AGREEMENTShelter Option Agreement • May 28th, 1998 • Insignia Properties Trust /
AMENDED AND RESTATED UNCONDITIONAL GUARANTY AGREEMENT -------------------------------- THIS UNCONDITIONAL GUARANTY AGREEMENT (this "Guaranty"), dated as of December 30, 1997, made by INSIGNIA PROPERTIES TRUST, a Maryland real estate investment trust...Unconditional Guaranty Agreement • May 28th, 1998 • Insignia Properties Trust / • South Carolina
WITNESSETH:Registration Rights Agreement • May 28th, 1998 • Insignia Properties Trust / • New York
SECOND AMENDED AND RESTATED ADVISORY AGREEMENT THIS SECOND AMENDED AND RESTATED ADVISORY AGREEMENT (this "AGREEMENT") made as of the 1st day of August, 1997, amends and restates in its entirety that certain First Amended and Restated Advisory...Advisory Agreement • May 28th, 1998 • Insignia Properties Trust / • New York
WINTHROP OPTION AGREEMENT This Winthrop Option Agreement (the "Agreement") is entered into as of the 17th day of February, 1998 (the "Effective Date"), by and between Insignia Financial Group, Inc., a Delaware corporation ("Insignia"), and Insignia...Winthrop Option Agreement • May 28th, 1998 • Insignia Properties Trust / • Delaware
February 17, 1998 Insignia Properties Trust/ Insignia Properties, L.P. One Insignia Financial Plaza Greenville, South Carolina 29602 Attn: President Re: Second Amended and Restated Advisory Agreement dated as of August 1, 1997 Gentlemen: Reference is...Insignia Properties Trust / • May 28th, 1998
Reference is hereby made to that certain Second Amended and Restated Advisory Agreement (the "Advisory Agreement") dated as of August 1, 1997 among Insignia Properties Trust, a Maryland real estate investment trust ("IPT), Insignia Properties, L.P., a Delaware limited partnership ("IPLP"), and Insignia Financial Group, Inc., a Delaware corporation ("IFG"). Capitalized terms used herein, but not otherwise defined, have the meanings assigned to them in the Advisory Agreement.
ARTICLE 2. REPRESENTATIONS AND WARRANTIES OF AMITAgreement Regarding Certain Assets • May 28th, 1998 • Insignia Properties Trust / • California
ARTICLE I DEFINITIONSAcquisition and Disposition Services Agreement • May 28th, 1998 • Insignia Properties Trust /
ARTICLE IAnd Restated Agreement and Plan of Merger • May 28th, 1998 • Insignia Properties Trust / • Maryland
