GUARANTYGuaranty • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
GUARANTY, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Guaranty”), made by WELLS TIMBERLAND TRS, INC., a Delaware corporation (the “Guarantor”), in favor of COBANK, ACB, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lender Parties.
LIMITED GUARANTYLimited Guaranty • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
LIMITED GUARANTY, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Guaranty”), made by WELLS TIMBERLAND REIT, INC., a Delaware corporation (the “Guarantor”), in favor of WACHOVIA BANK, NATIONAL ASSOCIATION, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lender Parties.
SECURITY AGREEMENTSecurity Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
SECURITY AGREEMENT, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Agreement”), made by TIMBERLANDS II, LLC, a Delaware limited liability company, WELLS TIMBERLAND ACQUISITION, LLC, a Delaware limited liability company (each a “Borrower” and collectively, the “Borrowers”), WELLS TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company (“Wells TRS Subsidiary”), and each Additional Grantor (such capitalized term and all other capitalized terms not otherwise defined herein to have the meanings provided for in Article I) that may from time to time become a party hereto (the Borrowers, Wells TRS Subsidiary and the Additional Grantors are collectively referred to as the “Grantors” and individually as a “Grantor”), in favor of COBANK, ACB, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lenders.
RECOGNITION AGREEMENT (Fiber Supply Agreement) (Alabama)Recognition Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
RECOGNITION AGREEMENT, dated as of October 9, 2007 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), among WELLS TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company (together with such company and with any assignee or delegate of any of its rights and/or responsibilities under the Fiber Supply Agreement (as defined below), the “Supplier”), TIMBERLANDS II, LLC, a Delaware limited liability company (“Wells Timberland”; together with any future owner of the Timberlands (as defined below), the “Owner”), MEADWESTVACO COATED BOARD, INC., a Delaware corporation (“MW”), MEADWESTVACO CORPORATION, a Delaware corporation (the “Parent”), COBANK, ACB, as administrative agent (in such capacity, the “Senior Administrative Agent”) for the 2007 Senior Lenders (as defined below), and WACHOVIA BANK, N.A., as administrative agent (in such capacity, the “Subordinated Administrative Agent”) for the 2007 Subordinated Lenders (as defined below).
AMENDED AND RESTATED ADVISORY AGREEMENTAmended and Restated Advisory Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts
THIS AMENDED AND RESTATED ADVISORY AGREEMENT (this “AGREEMENT”), dated as of December 13, 2007 and effective as of August 11, 2007, (the “EFFECTIVE DATE”), is by and among WELLS TIMBERLAND REIT, INC., a Maryland corporation (the “COMPANY”), WELLS TIMBERLAND OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “PARTNERSHIP”), and WELLS TIMBERLAND MANAGEMENT ORGANIZATION, LLC, a Georgia limited liability company (the “ADVISOR”).
EQUITY RAISE ACCOUNT SECURITY AGREEMENTEquity Raise Account Security Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
EQUITY RAISE ACCOUNT SECURITY AGREEMENT, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Agreement”), made by WELLS TIMBERLAND REIT, INC. a Maryland corporation (the “Grantor”), in favor of COBANK, ACB, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lenders (such capitalized term and all other capitalized terms not otherwise defined herein to have the meanings provided for in Article I).
CREDIT AGREEMENT, dated as of October 9, 2007, among TIMBERLANDS II, LLC and WELLS TIMBERLAND ACQUISITION, LLC, as the Borrowers, COBANK, ACB, as the Administrative Agent, and CERTAIN FINANCIAL INSTITUTIONS, as the Lenders.Recognition Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
CREDIT AGREEMENT, dated as of October 9, 2007, among TIMBERLANDS II, LLC, a Delaware limited liability company (“Wells Timberland”), and WELLS TIMBERLAND ACQUISITION, LLC, a Delaware limited liability company (“Wells Acquisition”; Wells Timberland and Wells Acquisition each a “Borrower” and collectively, the “Borrowers”), the various financial institutions as are, or may from time to time become, parties hereto (collectively, the “Lenders”), and COBANK, ACB (“CoBank”), as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders.
RECOGNITION AGREEMENT (Master Stumpage Agreement) by and among TIMBERLANDS II, LLC, WELLS TRS HARVESTING OPERATIONS, LLC, MEADWESTVACO COATED BOARD, INC., MEADWESTVACO CORPORATION, COBANK, ACB, as administrative agent and WACHOVIA BANK, N.A., as...Recognition Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
RECOGNITION AGREEMENT, dated as of October 9, 2007 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), made among TIMBERLANDS II, LLC, a Delaware limited liability company (“Wells Timberland”; together with any future owner of the Timberlands (as defined below), the “Owner”), WELLS TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company (together with such company and with any assignee or delegate of any of its rights and/or responsibilities under the Fiber Supply Agreement (as defined below), the “Supplier”), MEADWESTVACO COATED BOARD, INC., a Delaware corporation (“MW”), MEADWESTVACO CORPORATION, a Delaware corporation (the “Parent”), COBANK, ACB, as administrative agent (in such capacity, the “Senior Administrative Agent”) for the 2007 Senior Lenders (as defined below), and WACHOVIA BANK, N.A., as administrative agent (in such capacity, the “Subordinated Administrative Agent”) for the 2007 Subordinated Lenders (as defined below
RECOGNITION AGREEMENT (Master Stumpage Agreement) (Alabama)Recognition Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
RECOGNITION AGREEMENT, dated as of October 9, 2007 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), among TIMBERLANDS II, LLC, a Delaware limited liability company (“Wells Timberland”; together with any future owner of the Timberlands (as defined below), the “Owner”), WELLS TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company (together with such company and with any assignee or delegate of any of its rights and/or responsibilities under the Fiber Supply Agreement (as defined below), the “Supplier”), MEADWESTVACO COATED BOARD, INC., a Delaware corporation (“MW”), MEADWESTVACO CORPORATION, a Delaware corporation (the “Parent”), COBANK, ACB, as administrative agent (in such capacity, the “Senior Administrative Agent”) for the 2007 Senior Lenders (as defined below), and WACHOVIA BANK, N.A., as administrative agent (in such capacity, the “Subordinated Administrative Agent”) for the 2007 Subordinated Lenders (as defined below).
GUARANTYGuaranty • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
GUARANTY, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Guaranty”), made by WELLS TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company(the “Guarantor”), in favor of WACHOVIA BANK, NATIONAL ASSOCIATION, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lender Parties.
SECURED GUARANTYSecured Guaranty • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
SECURED GUARANTY, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Guaranty”), made by WELLS REAL ESTATE FUNDS, INC., a Georgia corporation (the “Guarantor”), in favor of WACHOVIA BANK, NATIONAL ASSOCIATION, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lender Parties.
RECOGNITION AGREEMENT (Fiber Supply Agreement) by and among WELLS TRS HARVESTING OPERATIONS, LLC, TIMBERLANDS II, LLC, MEADWESTVACO COATED BOARD, INC., MEADWESTVACO CORPORATION, COBANK, ACB, as administrative agent and WACHOVIA BANK, N.A., as...Recognition Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
RECOGNITION AGREEMENT, dated as of October 9, 2007 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), among WELLS TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company (together with such company and with any assignee or delegate of any of its rights and/or responsibilities under the Fiber Supply Agreement (as defined below), the “Supplier”), TIMBERLANDS II, LLC, a Delaware limited liability company (“Wells Timberland”; together with any future owner of the Timberlands (as defined below), the “Owner”), MEADWESTVACO COATED BOARD, INC., a Delaware corporation (“MW”), MEADWESTVACO CORPORATION, a Delaware corporation (the “Parent”), COBANK, ACB, as administrative agent (in such capacity, the “Senior Administrative Agent”) for the 2007 Senior Lenders (as defined below), and WACHOVIA BANK, N.A., as administrative agent (in such capacity, the “Subordinated Administrative Agent”) for the 2007 Subordinated Lenders (as defined below).
AMENDMENT NO. 1 TO SUBORDINATED CREDIT AGREEMENTSubordinated Credit Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
AMENDMENT NO. 1 TO SUBORDINATED CREDIT AGREEMENT, dated as of November 26, 2007 (this “Amendment”), among TIMBERLANDS II, LLC, a Delaware limited liability company (“Wells Timberland”), and WELLS TIMBERLAND ACQUISITION, LLC, a Delaware limited liability company (“Wells Acquisition”; Wells Timberland and Wells Acquisition each a “Borrower” and collectively, the “Borrowers”), the various other Loan Parties (such capitalized term and all other capitalized terms not defined herein shall have the meanings provided for in Article I) that are parties hereto, the various financial institutions parties hereto (collectively, the “Lenders”), and WACHOVIA BANK, NATIONAL ASSOCIATION, as agent (in such capacity, the “Administrative Agent”) for the Lenders.
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of November 26, 2007 (this “Agreement”), among TIMBERLANDS II, LLC, a Delaware limited liability company (“Wells Timberland”), and WELLS TIMBERLAND ACQUISITION, LLC, a Delaware limited liability company (“Wells Acquisition”; Wells Timberland and Wells Acquisition each a “Borrower” and collectively, the “Borrowers”), the various other Loan Parties (such capitalized term and all other capitalized terms not defined herein shall have the meanings provided for in Article I) that are parties hereto, the various financial institutions parties hereto (collectively, the “Lenders”), and COBANK, ACB, as agent (in such capacity, the “Administrative Agent”) for the Lenders.
PLEDGE AGREEMENTPledge Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
PLEDGE AGREEMENT, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Agreement”), made by WELLS TIMBERLAND TRS, INC., a Delaware corporation (“Wells TRS”), WELLS TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company (“Wells TRS Subsidiary”), and each Additional Grantor (such capitalized term and all other capitalized terms not otherwise defined herein to have the meanings provided for in Article I) that may from time to time become a party hereto (Wells TRS, Wells TRS Subsidiary and such Additional Grantors are collectively referred to as the “Grantors” and individually as a “Grantor”), in favor of COBANK, ACB, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lenders.
SUBORDINATED SECURITY AGREEMENTSubordinated Security Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
SUBORDINATED SECURITY AGREEMENT, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Agreement”), made by TIMBERLANDS II, LLC, a Delaware limited liability company, WELLS TIMBERLAND ACQUISITION, LLC, a Delaware limited liability company (each a “Borrower” and collectively, the “Borrowers”), WELLS TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company (“Wells TRS Subsidiary”), and each Additional Grantor (such capitalized term and all other capitalized terms not otherwise defined herein to have the meanings provided for in Article I) that may from time to time become a party hereto (the Borrowers, Wells TRS Subsidiary and the Additional Grantors are collectively referred to as the “Grantors” and individually as a “Grantor”), in favor of WACHOVIA BANK NATIONAL ASSOCIATION, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lenders.
SECURED GUARANTY PLEDGE AGREEMENTSecured Guaranty Pledge Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • Georgia
THIS SECURED GUARANTY PLEDGE AGREEMENT (the “Pledge Agreement”) is entered into as of October 9, 2007, between WELLS ADVISORY SERVICES I, LLC, a Georgia limited liability company (“WAS I” and the “Pledgor”) and WACHOVIA BANK, NATIONAL ASSOCIATION, in its capacity as the Administrative Agent (in such capacity, the “Administrative Agent”) for the various lending institutions as are, or may from time to time become, parties thereto (collectively, the “Lenders”) under the Subordinated Credit Agreement referred to below.
PLEDGE AGREEMENTPledge Agreement • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
PLEDGE AGREEMENT, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Agreement”), made by MWV SPE, LLC, a Delaware limited liability company (“Wells Installment Note Issuer”), and Wells Timberland Operating Partnership, L.P., a Delaware limited partnership (“Wells Partnership”) that may from time to time become a party hereto (Wells Installment Note Issuer and Wells Partnership are collectively referred to as the “Grantors” and individually as a “Grantor”), in favor of Wachovia Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lenders.
GUARANTYGuaranty • December 14th, 2007 • Wells Timberland REIT, Inc. • Real estate investment trusts • New York
GUARANTY, dated as of October 9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, this “Guaranty”), made by WELLS TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company(the “Guarantor”), in favor of COBANK, ACB, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lender Parties.
