INDEMNIFICATION AGREEMENT (Directors and Officers)Indemnification Agreement • February 28th, 2017 • Mack Cali Realty L P • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT is made and entered into as of the 27th day of September, 2016 by and between MACK-CALI REALTY CORPORATION, a Maryland corporation (the “Company”), and REBECCA ROBERTSON, an individual having an address at 18 East 95th Street, New York, NY 10128 (“Indemnitee”).
RECOURSE AGREEMENTRecourse Agreement • February 28th, 2017 • Mack Cali Realty L P • Real estate investment trusts • New York
This RECOURSE AGREEMENT (this “Agreement”) is executed as of March , 2017, by MACK-CALI REALTY CORPORATION, a Maryland corporation (“MCRC”), MACK-CALI REALTY, L.P., a Delaware limited partnership (“MCRLP”) and ROSELAND RESIDENTIAL TRUST, a Maryland real estate investment trust (“RRT”) (each of MCRC, MCRLP and RRT, a “Responsible Party” and, collectively, the “Responsible Parties”), in favor of RP-RLA, LLC, a Delaware limited liability company and RP-RLB, LLC, a Delaware limited liability company (together with their respective successors and assigns, each, a “Rockpoint Preferred Holder,” and collectively, the “Rockpoint Preferred Holders”).
SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF ROSELAND RESIDENTIAL, L.P. Dated as of , 2017Limited Partnership Agreement • February 28th, 2017 • Mack Cali Realty L P • Real estate investment trusts • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 28th, 2017 • Mack Cali Realty L P • Real estate investment trusts • New York
This REGISTRATION RIGHTS AGREEMENT (as amended, supplemented or modified from time to time, this “Agreement”), dated as of March , 2017, is made and entered into by and among Mack-Cali Realty Corporation, a Maryland corporation (“MCRC”), Mack-Cali Realty, L.P., a Delaware limited partnership (“MCRLP”), Mack-Cali Property Trust, a Maryland business trust (“MCPT”, and together with MCRC and MCRLP, the “MCRC Parties”), Roseland Residential, L.P., a Delaware limited partnership (the “Partnership”), Roseland Residential Trust, a Maryland real estate investment trust (the “General Partner”), Roseland Residential Holding L.L.C., a Delaware limited liability company (the “Limited Partner”, and together with the General Partner and the Partnership, the “Partnership Parties”), and each of the Persons set forth on the signature pages hereto (each, a “Holder,” and collectively, the “Holders”).
INDEMNITY AGREEMENTIndemnity Agreement • February 28th, 2017 • Mack Cali Realty L P • Real estate investment trusts • New York
THIS INDEMNITY AGREEMENT (this “Indemnity Agreement”) made as of the day of , 20 by and among Rockpoint Growth and Income Real Estate Fund II, L.P., a Delaware limited partnership (“Indemnitor”); Mack-Cali Realty Corporation, a Maryland corporation (“MCRC”); Mack-Cali Realty, L.P., a Delaware limited partnership (“MCRLP”); Mack-Cali Property Trust, a Maryland business trust (“MCPT”); Roseland Residential Trust, a Maryland business trust (“RRT”); and [Mack-Cali Purchaser] (the “Purchaser”, and together with MCRC, MCRLP, MCPT and RRT, the “Indemnitees” and each, individually, an “Indemnitee”). Each of the Indemnitor and the Indemnitees is referred to herein individually as a “Party”, and collectively, as “Parties.”
SHAREHOLDERS AGREEMENTShareholders Agreement • February 28th, 2017 • Mack Cali Realty L P • Real estate investment trusts • Maryland
This Shareholders Agreement (the “Agreement”) is entered into as of the day of March, 2017 by and among Roseland Residential Trust, a Maryland real estate investment trust (the “Trust”), RPIIA-RLA, a Delaware limited liability company (together with its permitted successors, assigns and transferees, the “RP Investor I”), RPIIA-RLB, a Delaware limited liability company (together with its permitted successors, assigns and transferees, the “RP Investor II” and, together with the RP Investor I, the “Investors”) and each of the shareholders of the Trust listed on Schedule I attached hereto (each individually a “Shareholder” and collectively, the “Shareholders”).
SHARED SERVICES AGREEMENT between MACK-CALI REALTY, L.P. and ROSELAND RESIDENTIAL, L.P. Effective March , 2017Shared Services Agreement • February 28th, 2017 • Mack Cali Realty L P • Real estate investment trusts • New York
THIS SHARED SERVICES AGREEMENT (together with the Schedule and Exhibit attached hereto, the “Agreement”), dated March , 2017 (the “Effective Date”), is by and between Mack-Cali Realty, L.P., a Delaware limited partnership (“MCRLP”) and Roseland Residential, L.P., a Delaware limited partnership (the “Partnership”). MCRLP and the Partnership shall be collectively referred to herein as the “Parties”, and each, a “Party”.
Preferred Equity Investment Agreement Among MACK-CALI REALTY CORPORATION MACK- CALI REALTY, L.P. MACK-CALI PROPERTY TRUST MACK-CALI TEXAS PROPERTY, L.P. ROSELAND RESIDENTIAL TRUST ROSELAND RESIDENTIAL HOLDING L.L.C. ROSELAND RESIDENTIAL L.P....Shared Services Agreement • February 28th, 2017 • Mack Cali Realty L P • Real estate investment trusts • New York
This Preferred Equity Investment Agreement (this “Agreement”), dated as of February 27, 2017 (the “Execution Date”), is entered into by and among Roseland Residential, L.P., a Delaware limited partnership (together with its permitted successors, assigns and transferees, the “Partnership”), Mack-Cali Realty Corporation, a Maryland corporation (together with its permitted successors, assigns and transferees, “MCRC”), Mack-Cali Realty, L.P., a Delaware limited partnership (together with its permitted successors, assigns and transferees, “MCRLP”), Mack-Cali Property Trust, a Maryland real estate investment trust (together with its permitted successors, assigns and transferees, “MCPT”), Mack-Cali Texas Property, L.P., a Texas limited partnership (together with its permitted successors, assigns and transferees, “MCTP” and together with MCRC, MCRLP and MCPT, the “MCRC Parties”), Roseland Residential Trust, a Maryland real estate investment trust (together with its permitted successors, assign
