SALES AGENCY FINANCING AGREEMENTSales Agency Financing Agreement • December 6th, 2019 • SITE Centers Corp. • Real estate investment trusts • New York
Sales Agency Financing Agreement, dated as of December 6, 2019 (this “Agreement”), [among] [between] SITE CENTERS CORP., an Ohio corporation (the “Company”)[,][and] [●] (in its capacity as agent for the Company in connection with the offering and sale of any Issuance Shares hereunder, the “Sales Agent” [and, in its capacity as agent for the Forward Purchaser in connection with the offering and sale of any Forward Hedge Shares hereunder, the “Forward Seller”) and [●] (as counterparty under any Forward Contract, the “Forward Purchaser”]).1
Master Confirmation for Forward Stock Sale TransactionsSITE Centers Corp. • December 6th, 2019 • Real estate investment trusts
The purpose of this letter agreement (this “Master Confirmation”) is to confirm the terms and conditions of the transactions to be entered into from time to time between [●] (“Dealer”) and SITE Centers Corp. (“Party B”) in accordance with the terms of the Sales Agency Financing Agreement, dated as of December [●], 2019, among [●], Dealer and Party B (the “Sales Agency Financing Agreement”) on the Trade Dates specified below (collectively, the “Transactions”, and each, a “Transaction”). Each Transaction will be evidenced by a supplemental confirmation (each, a “Supplemental Confirmation,” and each such Supplemental Confirmation, together with this Master Confirmation, a “Confirmation” for purposes of the Agreement specified below) substantially in the form of Exhibit A hereto.
AMENDMENT NO. 1 TO SALES AGENCY FINANCING AGREEMENTSales Agency Financing Agreement • December 6th, 2019 • SITE Centers Corp. • Real estate investment trusts • New York
AMENDMENT NO. 1, dated as of December 6, 2019 (this “Amendment No. 1”), by and [among][between] SITE Centers Corp., an Ohio corporation (the “Company”)[,][and] [●] (in its capacity as agent for the Company in connection with the offering and sale of any Issuance Shares, the “Sales Agent” [and, in its capacity as agent for the Forward Purchaser in connection with the offering and sale of any Forward Hedge Shares, the “Forward Seller”) and [●] (as counterparty under any Forward Contract, the “Forward Purchaser”])1, to that certain Sales Agency Financing Agreement, dated December 7, 2018 (the “Agreement”). Unless otherwise specified herein, capitalized terms used herein shall have the respective meanings assigned thereto in the Agreement.
Amendment to Registered Forward Transaction ConfirmationLetter Agreement • December 6th, 2019 • SITE Centers Corp. • Real estate investment trusts • New York
This letter agreement (this “Amendment”) amends the terms and conditions of the transactions to be entered into from time to time evidenced by the Master Confirmation by and between [●] (“Dealer”) and SITE Centers Corp. (“Party B”), dated as of December 7, 2018 (the “Master Confirmation”).
