RELEASE OF CLAIMSRelease of Claims • August 7th, 2013 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts • New York
This Release of Claims is dated as of June 10, 2013, and is effective as of the Closing Date (as defined below). Reference is made herein to:
INDEMNITY (Constitution Trail)Indemnity (Constitution • August 7th, 2013 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts
This Indemnity is dated as of June 10, 2013, and is given to TORCHLIGHT DEBT OPPORTUNITY FUND III, LLC, a Delaware limited liability company (“Lender”), TORCHLIGHT LOAN SERVICES, LLC, a limited liability company, and TORCHLIGHT INVESTORS, LLC, a limited liability company (all collectively, “Indemnitees”), by TNP STRATEGIC RETAIL TRUST, INC., a Maryland corporation to be renamed STRATEGIC REALTY TRUST, INC. (“Indemnitor”), and is effective as of the date of recordation (the “Closing Date”) of that certain Second Omnibus Amendment to Loan Documents by and between TNP SRT CONSTITUTION TRAIL, LLC, a Delaware limited liability company to be renamed SRT CONSTITUTION TRAIL (“Borrower”) and Lender dated as of June 10, 2013 (the “Amendment”).
COVENANT NOT TO SUETNP Strategic Retail Trust, Inc. • August 7th, 2013 • Real estate investment trusts • New York
THIS COVENANT NOT TO SUE (“Covenant”) is made as of June 10, 2013, by and among DOF IV REIT HOLDINGS, LLC, a Delaware limited liability company (“Lender”), TNP SRT LAHAINA GATEWAY, LLC, a Delaware limited liability company to be renamed SRT LAHAINA GATEWAY, LLC (“Borrower”), TNP STRATEGIC RETAIL TRUST, INC., a Maryland corporation to be renamed STRATEGIC REALTY TRUST, INC. (“Guarantor”), TNP SRT Lahaina Gateway Mezz, LLC, a Delaware limited liability company to be renamed SRT Lahaina Gateway Mezz, LLC (“Sole Member”), and TNP SRT Lahaina Gateway Mezz Holdings, LLC, a Delaware limited liability company to be renamed SRT Lahaina Gateway Mezz Holdings, LLC (“Holdings”), with reference that certain Deed in Lieu of Foreclosure Agreement dated as of June 10, 2013 (the “Agreement”) by and among Lender, Borrower and Guarantor. Capitalized terms used in this Covenant and not otherwise defined herein have the meanings ascribed to them in the Agreement. This Covenant is effective as of the Closin
INDEMNITY (Lahaina Gateway)(Lahaina Gateway) • August 7th, 2013 • TNP Strategic Retail Trust, Inc. • Real estate investment trusts
This Indemnity is dated as of June 10, 2013, and is given to DOF IV REIT HOLDINGS, LLC, a Delaware limited liability company (“Lender”), DOF IV LAHAINA, LLC, a Delaware limited liability company (“DOF IV Lahaina”), TORCHLIGHT LOAN SERVICES, LLC, a limited liability company, and TORCHLIGHT INVESTORS, LLC, a limited liability company (all collectively, “Indemnitees”), by TNP STRATEGIC RETAIL TRUST, INC., a Maryland corporation to be renamed STRATEGIC REALTY TRUST, INC. (“Indemnitor”), and is effective as of the Closing Date (as defined in that certain Deed in Lieu of Foreclosure Agreement by and among TNP SRT LAHAINA GATEWAY, LLC, a Delaware limited liability company to be renamed SRT LAHAINA GATEWAY, LLC (“Borrower”), Lender and Indemnitor dated as of June 10, 2013 (the “Agreement”)).
SECOND OMNIBUS AMENDMENT TO LOAN DOCUMENTS by and between TORCHLIGHT DEBT OPPORTUNITY FUND III, LLC, a Delaware limited liability company and TNP SRT CONSTITUTION TRAIL, LLC, a Delaware limited liability company Dated as of June 10, 2013TNP Strategic Retail Trust, Inc. • August 7th, 2013 • Real estate investment trusts
This SECOND OMNIBUS AMENDMENT TO LOAN DOCUMENTS (the “Second Amendment”) is made as of June 10, 2013, by and between TORCHLIGHT DEBT OPPORTUNITY FUND III, LLC, a Delaware limited liability company having an office c/o Torchlight Investors, 230 Park Avenue, 12th Floor, New York, New York 10169 (together with its successors, transferees, and assigns, “Lender”) and TNP SRT CONSTITUTION TRAIL LLC, a Delaware limited liability company, having an office at 4695 MacArthur Court, Suite 1100, Newport Beach, CA 92660 (“Borrower”).
